We All Know Conspiracies Are Dumb
by FoxFire Pheonix
Summary: A new student at the Academy, Jim soon finds out that strange events lead to the revealing of a plot more dangerous than he ever imagined. Forced into working with a girl that has despised him since he began, he must survive to uncover the truth. JimxOC
1. Prologue

**A/N: So, this is my first ever fan fiction I have written so...Criticize like mad! No, don't do that but I would like it if you people would give me some constructive criticism. Anyway, enjoy! **

**Disclaimer: Why on earth would you think that I own Treasure Planet? It says quite clearly on the DVD case that it is property of Disney!**

Prologue

The central library in the capital city of Resport on the planet Genesis was the third oldest library with the largest collection of books in the galaxy. The books had been collected, bought, and donated for over five-hundred years. Those that cherished books and had a passion for knowledge came from all over to study and read up on the texts that this great building had to offer. Those that worked there had a certain pride about the place and its contents. They cared for each of the books as if they were a member of their own family. If anyone dared mistreat a book that said person would be fined heavily and if the book was totally destroyed that person would either be asked to replace the book and pay a fine or pay the equivalent in cash.

Mr. Herbert J. Spyro was one such person. Being the head librarian of the Resport Library had given Spyro a bookish appearance and a wise atmosphere. Herbert J. Spyro was old. There was no mistaking it. His small glasses sagged down his long pointed nose and his large, batty ears drooped low on the sides of his face. His back hunched more than it used to during his days as a young man and his clawed fingers grew long and bony. His neck curved at an odd angle not seen on many younger Hulspa like himself and when he walked, he limped using an old wooden cane for support.

Though, despite his old and haggard appearance, Spyro had a habit of drawing children to him. As a young lad, Spyro had loved learning new things and it was that need to know that lead him to travel the galaxy to learn in a practical way. The children loved to hear him tell stories of his misadventures he had during his travels and Spyro loved to tell them. Remembering his past and the good times he had with all the interesting people he met was what kept him going through his not so hectic life as the librarian.

Yet, on this night, Spyro was not recounting an epic tale of how he had narrowly escaped the clutches of a mother Barthador when he was caught studying its eggs to the children who loved to hear him. In fact, at this time, Spyro was closing down the Library and locking up for the night. It was late, no later than 11:30 P.M. and the old man was looking forward to a nice quiet evening at home on his favorite chair, close to the fireplace and holding a nice, warm cup of purp juice.

The old librarian made his rounds through the library, checking each door to make sure if they were locked and looking in the drop-off box to make sure that all the returned books were neatly tucked away on their respective shelves. Walking through the seemingly endless rows of bookshelves, Spyro made sure there were no books left on the floor or plopped in piles instead of neatly placed back on the shelves. Satisfied that, for once, all the books were treated properly, Spyro began to hobble his way towards the large front doors, ears flapping against his head as he did so.

He didn't make it half way across the large entrance hall before a loud banging erupted from the outside of the doors. Spyro limped forward a little faster to see to the final costumer before locking up for the night. The banging became ever more insistent the closer Spyro got to the door. When he finally pulled the latch free of the doorframe and the door swung open, the man outside lowered his fist and shoved his way past the old man.

Spyro couldn't see the newcomers face. He kept it hidden under the hood of his cloak. Under the cloak, the man wore nothing but black, as if he didn't want to be seen by anyone on his way over there. His gloved hands were shoved in his pockets and his feet seemed to make no sound as he stalked his way through the rows of books in the large building. Spyro locked the front door before turning back around to follow the last costumer.

"Excuse me sir?" Spyro said, "Can I help you? It is getting late and the library is about to close."  
The man didn't answer, only pushed Spyro away from him and continued to search for whatever he was looking for. He quickly stalked through the rows of books looking up and down the shelves. Occasionally the man would mutter something under his breath or bring out a turquoise hand and trace his fingers over the labels of the books.

The clock had struck midnight and the man still hadn't left. Spyro was growing increasingly impatient. As the bell from the libraries large grandfather clock rung, signaling the first minutes of a new day, the old curator walked up behind the man, who now seemed to be rather angry about something. Spyro tapped him on the shoulder and was about to ask the man to leave and come back tomorrow when he rounded angrily on the old librarian.

"Where are they!?" He spat, his hood shaking from his anger.

Spyro was taken aback. Caught off guard, he nearly fell to the floor as his back leg gave way. Luckily, he never hit the cold marble floor, unluckily, it was this angry man who caught him. He grabbed the old man by his collar and pulled him to his heavily shadowed face.

"Where have you put them?" He yelled so disdainfully that Spyro could have sworn he felt the venom drip from the man's very pores.

"I don't know," Spyro said in a pleading tone, "What are you talking about?"

"You know what I'm talking about!"

Spyro just shook his wrinkled head and tried to pull away from him.

"Where do you keep the old texts!?" the man questioned.

"I-in the back room," Spyro pointed to the back wall with a shaking boney finger.

The man dropped Spyro to the floor and the old librarian finally collapsed to the floor. His breath came in heavy gasps and he clutched his chest. Getting his breath back, Spyro looked up just in time to see the man struggle with the locked door.

"Wait!" Spyro stood up from his place on the floor, "You don't have permission to be back there!" Spyro hoped that bit of information would deter the man and cause him to leave. He had never been so wrong in his life.

The man spun around quickly and pointed a small pistol in between Spyro's eyes. "Open it," he growled.

Spyro froze. He could not defend himself from this man. If he had been 50 years younger he might have been able to disarm him but that also would have been a rash move. His only choice was to obey the man and hope he got out of this situation alive.

Fumbling with his key ring, Spyro attempted to unlock the door. Twice he dropped them and thrice he used the wrong key.

"Faster!" the man barked and pushed his pistol into Spyro's back.

Spyro finally found the correct key and opened the door. Both men walked through the doorway and into the dark room. The old librarian flicked the light switch and the room was filled with artificial light.

Metal shelves lined the walls and stacks of books covered the center of the floor. Loose papers fluttered from the open window on the right and a blanket of dust lay over the room.

"Shut the door," the man ordered.

Spyro shut the door but didn't lock it again. He stayed near the door in case there was a chance that he could escape. Keeping his left hand on his cane, the old man stood, shaking and scared, near the exit.

The man began to shuffle through the mess causing small clouds of dust to rise in the air every time he moved something. He started muttering to himself moments after he started his search and continued lifting the old dusty tomes.

Spyro could hear the old grandfather clock chime again 15 minutes later and he could feel the fatigue creep through his bones. His cane shook in his hands and caused a small clicking sound upon the floor. He should have been home sipping his warm purp juice ten minutes ago. He silently wished for his warm fire and squishy arm chair instead of the cold back room of the library. For once in his life, old Herbert Spyro found himself wanting to leave the old and glorious library and never come back.

Lost in his thoughts, Spyro momentarily forgot about the man searching through the texts in front of him. He was jolted back to reality when the man slammed his fist against one of the bookshelves causing it to tilt dangerously. Realizing that he should have made a move much earlier than this, Spyro began to inch closer to the door as the man threw and angry fit and took out his frustration on the books and papers, ripping some apart and throwing others across the room.

The old librarian's hand touched to door knob and turned it quietly. A soft click signaled that it was unlatched and Spyro slowly pulled the door open. It was almost open wide enough for him to slip through when the hinges gave a particularly loud squeak that alerted the man of his intentions.

The man's head shot up and he yelled a rather vulgar swear word as Spyro slipped out the door and into the open library. The man chased after him in a wild and angry rage. Spyro ran as fast as his stiff legs and cane could take him. His chest heaved with the effort of drawing a breath and his left leg shot tremors of pain up his side. Making his way through the rows of books and just as Spyro was hobbling across the entrance hall, a loud crack echoed through the large open space. He heard the sound of an oil lamp falling to the marble floor, and the old man froze in his place, a look of pure terror covered his face as he slowly turned around. He saw the flickering light of a fire amongst the books and shelves.

The man walked menacingly towards Spyro, pistol held in his left hand and pointed directly at the old curator's chest.

"What have you done with them!?" the man demanded as he reached the space right in front of Spyro.

"I don't know w-what you're talking ab-bout," Spyro stuttered from fear.

"You know perfectly well what I'm talking about!" the man screamed in his face, "Don't lie to me or I swear I will kill you!"

Spyro was scared out of his wits. Never had a gun been pointed at him and never had he gotten death threats from people who actually meant it. He didn't know what to say to this man who was clearly insane. He opened and closed his mouth several times before another loud crack split the air and the old librarian twisted his face in pain. Blood spilled out his mouth as he slumped to the floor. He clutched his stomach and fell on to his back. His wound bled out over the perfectly clean, white marble floor, staining it forever red with his own blood.

Spyro looked up to see the man, now without his hood on, in black leaning over him and the flickering yellow light of the spreading fire. His vision grew blurry as the man walked out towards the front door. He couldn't identify his face, all he could see was a turquoise blur and than nothing. His vision went dark and he felt tired. The heat of the approaching flames caused more drowsiness to flow over him and he finally closed his eyes. He was so sleepy.

--

The Resport Library burned to the ground before the firefighters reached the building. Herbert J. Spyro's bones were discovered that morning when they sifted through the ashes. No one ever found out how the fire was started and Spyro's cause of death was ruled as smoke inhalation from the fire. The case remained a mystery and the mysterious man in black was never found.

**A/N: So there you have it! Now, I know that Jim hasn't shown up yet but as the title says, this is only the Prologue. You have to wait for the next chapter for him to 'enter stage left'. Oh yeah, I would like to apologize in advance if I never finish this or if it takes for ever for me to come out with another chapter. I tend to loose my motivation really fast and very unexpectedly. Reviews are required! If you skip out on your review then I will have to hire special government assassins to come to your house! You Have Been Warned!!**


	2. First Impressions

**A/N: Okay, so I finally got to uploading my second chapter. And guess what? Jim is now going to show. I'm sorry about not putting him in the first chapter I uploaded but this story really needed a prologue. Anyway, Enjoy!**

**Disclaimer: What do you think?**

Chapter 1

First Impressions

Young men and women were everywhere saying goodbye to their families. Some were teary eyed, blubbering messes while still others were stiff and almost too formal. Most, on the other hand were relatively normal with minimal crying and many loving hugs to go around. This was how Jim said goodbye to his mother before leaving to attend his classes at the Interstellar Academy. His mother wasn't sobbing or carrying on like one woman he had seen earlier. No, she had herself composed so as not to embarrass her son in front of his new classmates. A few tears had escaped her eyes and had slid down her cheeks but she immediately wiped them away and regained the broad smile upon her lips.

Eighteen year old Jim Hawkins, clad in his white and gold Academy uniform, stood in front of the Academy with his dark blue duffel bag strapped over his shoulder. He had grown taller over the past view years and was now stood two inches above his mother. His bangs had grown back after he cut it for basic training though he didn't let his ponytail grow again. Jim gripped the strap of his duffel bag and smiled down at his mother.

"Jee-wiz mom, you didn't cry half this much when I was going away with the doctor here three years ago," Jim commented, motioning to Dr. Delbert Doppler, who stood at the left side of her.

The good doctor normally would have come with his wife, the quick witted Captain Amelia, but someone had to watch their children and seeing as Delbert had known Jim longer than she, he was the one to see him off. Having four children though, she needed some help so Amelia was staying at the Benbow inn with B.E.N. who was running the place while Sarah was away.

Sarah Hawkins just gave a short laugh and pushed a strand of brown hair out of her son's face, just like she had always done.

"Jim, I'm crying because I'm proud of you," she responded. "Not because I think I'll never see you again."

Jim smiled at that comment. He was, in fact, excited to be going to the Academy and was happy that it made his mother proud. He made a promise to himself to work as hard as he could so he wouldn't disappoint her anymore. He was determined to become the best officer and pilot in the school just for her.

With one last hug, Jim walked up the stairs leading to the large white building that was to be his new home. As he walked away, he heard Delbert yell after him, "Good luck Jim! Don't forget to write!"

Jim smiled and shook his head; the man was almost as bad as his mother. When he reached the top of the steps, Jim turned around and waved goodbye for the last time. He watched his mother and Delbert leave in the taxi they had arrived in then began walking backward as he watched them leave.

As soon as they were out of sight, Jim began to turn around but before he could he bumped into something solid. Surprised, he swiftly turned around and came face to face with a young girl who was only an inch or so taller than himself. She had short blonde hair that seemed rather spiky but waved over to the left side of her head. She was extremely skinny but didn't look malnourished. In fact, she looked rather fit and strong. Her nose looked to be a little too small for her face and her forehead sloped backward more than a normal person's should. Right under her left eye she had two small freckles that looked like ditto marks. To all appearences, she was not very beautiful and not attractive. She wasn't ugly either; she just seemed to be in the middle of pretty and ugly on the looks scale. Her eyes, on the other hand, were the most striking part of her. They were large and a perfectly shaped. Their color was the most intense green Jim had ever seen. Never before had he seen something so green. It seemed that they didn't need any contrasting color to be so bright. He could only imagine what they would have looked like had this girl had red hair. The one thing that put Jim off about this girl was that her face had a look of pure anger plastered upon it. Her angry gaze caused Jim to take a step back from shock.

"Hey!" she yelled, "Watch where you're going!"

"I'm sorry," Jim apologized politely, "It was an accident."

"Well, maybe if you weren't so clumsy, you wouldn't cause any more accidents," She said as she glared at him.

Jim was taken aback by her attitude. All he did was accidently bump into her and she blew up in his face. He was about to come back with a retort but she had already turned on her heel and walked through the large wooden front doors of the Academy. Mouth agape and in total shock, Jim just stood there for a few moments before he shook his head and followed her through the doors. He stepped into the entrance hall and looked around at his new school.

Off to the right was a reception desk and sitting behind it was an elderly woman with brown skin and four arms talking on the phone and recording something on a piece of paper placed in front of her. On the left, was a large bulletin board that had various advertisements and announcements pinned with thumb tacks. The white, marble hallway ran forward before it branched off it opposite directions and the wall directly in front of the entrance had a sign that gave directions to newcomers.

Looking around the hallway, Jim made his way to the direction-giving sign on the opposite wall. Looking it over, he took the left hallway and made his way to the dorms to find his room. He followed the hallway through its many turns and finally came to another fork with another directional sign that read "Girl's Dorms" with an arrow pointing to the right and "Boy's Dorms" with an arrow pointing left. Turning left again, Jim took out a tiny slip of paper that had his room number written on it and read it over.

"Room number 106, first floor," he read out loud, "Shouldn't be too hard."

Jim adjusted the strap of his duffle bag on his shoulder and made his way through the corridor of dorm rooms. Occasionally he would look back down at the paper in his hands but most of the time his head would be turning from side to side, searching for the golden numbers 106 painted on one of the many red doors.

A minute passed, and then fifteen as Jim searched the maze of Dorm rooms. He had been looking for his room for almost a half-hour without any luck. As he took a right down another hallway, he could have sworn that he had been through it already. He must have gone in circles the entire time and not have known it.

Heaving a tired sigh, Jim walked over to one of the windows that looked out over the green grass of the courtyard. He dropped his bag on the floor and leaned his back against the wall. Sliding slowly down to the ground, Jim stretched his legs out and lightly banged the back of his head against the wall. He wished that Morph had come with him. He could have used the little pink blob right about now. Being hopelessly lost in his new home, the little shape shifter could have morphed into a compass, a map, anything that would get him back on track. Not to mention a little company. Being lost by one's self was no fun at all. But the school policy was strictly no pets allowed and unfortunately Morph was considered a pet.

The light from the afternoon sun blazed through the window while Jim just sat on the floor, exhausted and lost, hoping that by some miracle, his room would just jump out in front of him. Just as he thought that he would have to sleep out in the hall that night, he heard a voice break the lonely silence.

"Excuse me, but do you need some help?"

Jim cracked an eye open and his gaze fell upon a rather large being, as one could call it, standing just on the other side of the hall. He was incredibly tall, about seven and a half feet in height and wore the same boring white uniform as Jim. His skin was a green scaly texture and his feet were huge with large talons extruding form each of his six toes. He rested on two strong built legs that were similar to the back legs of a dragon. A long and powerful tail was flicking around behind him and his broad shoulders seemed to be placed far forward on his torso giving his back a hunched appearance. He had only four fingers on each of his hands but each finger sported a two inch claw that looked as if it could slice through rock. His face was that of a lizard, with bright yellow eyes and slit pupils and large spiky scales that ran from the top of his head to the base of his neck where they extended down to his mid back like a Mohawk and ponytail combination. To all appearances, this student looked to be threatening in all aspects, but after meeting the pirate John Silver, Jim knew he couldn't judge a book by its cover. He gave a slight laugh and stood back up to his full height, which barely made it up to the lizard-man's shoulders.

"Yeah," Jim replied, "I'm a little lost. I can't seem to find my dorm room. The number is 106." As he talked, he handed the student the slip of paper with his room number written on it.

The student looked at the paper and smiled as best a lizard-man could smile, showing his sharp white teeth. To Jim it looked as if he was about to devour live prey.

"No prob," the student said nicely, "That's my room. Come on, I'll show you where it is. My name is Frank by the way, Frank Skivonovitch. Nice to meet you..?"

"Uh, thanks. I'm Jim Hawkins," he replied, slightly surprised. Frank seemed like such a dull name for someone who looked like they could kill you at any second. Not to mention that it seemed a little plain compared to his last name. But he wasn't one to judge people unless they gave him a really good reason to, like that girl he bumped into out front.

"You're **the** Jim Hawkins? You're the guy who found Treasure Planet?" Frank was in awe. He looked like he was completely and utterly star-struck. But, not one second later Frank recovered and was shaking Jim's hand with great enthusiasm. "You have no idea what a great honor this is. I mean, your Jim Hawkins!"

Jim was shocked, to say the least. He didn't know that he had such fans out beyond Montressor. Back home people would just congratulate him and ask how his voyage went. He would entertain the children at the Benbow of stories from his trip for hours. But to be actually thought of as a celebrity was a bit much for him. He had to almost shove Frank away from him before he could get a word in edge wise.

"Yeah, I'm the guy. Now, could you please take me to the room?" Jim said a little annoyed.

"Oh, right. Here, follow me," Frank motioned with his hand the direction to go and walked away, all the while muttering to himself things like "Wow, Jim Hawkins" or "Wait until mom hears about this!"

Frank lead Jim back the exact way he had come. At least, he thought it was the way he had come. He had gotten himself so hopelessly lost in this labyrinth that he didn't know exactly where he was anymore. Leading the way across the white marble flooring, Jim could hear Frank's talons scratch the floor with every step he took. His tail would snake along behind him, narrowly missing Jim's legs. He was sure that if he did hit them, he would have broken a bone or two.

After wasting away his afternoon, Jim finally made it to his room. Frank opened the door with his key and both young men walked in. There were two beds in the room, both up against the wall but on opposite sides of the room. On the right side of the room stood a bed with the sheets thrown out of place and clothes strewn about all over the floor and a desk rested at the foot of the messy bed and was covered with papers which looked to be letters written from family members. A small dresser leaned against the wall where the door stood and had a couple drawers open with clothes inside that looked to have been absent-mindedly thrown in. Straight across from the red door was another door that stood ajar. Inside was a clean bathroom complete with a shower that looked as if it had been recently used. The second bed lay against the left wall and was neatly made with red sheets lined with gold and white. A window let the late afternoon sun shine through and warm up the small cot. A second desk lay at the foot of the neat bed and was devoid of any mess. In fact, there was nothing on it. The entire left side of the room seemed to have been untouched.

"That's your bed," Frank pointed to the left side of the room where the open window let in a cool autumn breeze.

It was quite obvious to Jim which bed was his. This Frank character seemed nice but lacking in the social skills department. Nodding his head, Jim placed his large duffle bag on his bed and began to unpack all his clothes. Tossing each article of clothing haphazardly next to his bag, he paused, slightly confused. There was no dresser or closet for him to store his clothes. It was either randomly about the room or under the bed. Frank seemed to notice his dilemma and kindly told him that his dresser was shoved back in the bathroom.

"Do you need help getting it out?" Frank asked, eager to help.

"Huh? Oh, yeah," Jim nodded and walked into the bathroom, ready to push and shove the large dresser into place.

Frank moved his bulk through the door and into the bathroom, all the while constantly bumping into the wall and tripping over his own tail. Twice he turned himself completely around by hitting his shoulder against the doorframe. The guy was an absolute mess when it came to getting himself anywhere. Jim immediately remembered trying to follow him to the room. Frank nearly tripped him and broke his legs with that tail of his. He just never seemed to know where all of his limbs were at any given moment. It was as if he couldn't keep track of them all.

Finally, Frank got himself situated enough to where he could grip the dresser. But Jim, on the other hand, was having second thoughts about him helping. Never the less, he shrugged it off and started to lift and shove the large wooden piece of furniture out of the bathroom.

Many stubbed toes and muttered curses later, the dresser was safely out of the bathroom and next to Jim's bed and he was in a good mood. Just seeing Frank drop the dresser on his foot or him tripping over his tail made Jim chuckle. The sight was downright comical and only got increasingly entertaining every time it happened. Frank was in good spirits as well. Being laughed at by Jim or hurting himself by his own clumsiness didn't seem to dampen his spirits. In fact, whenever Jim would laugh at him, Frank would just join right in. He didn't seem to be agitated and instead took everything with good humor.

Jim flopped himself down on his bed, tired from the labor he had just finished. Wiping the sweat off his forehead with the back of his hand, Jim leaned over on his side to face Frank.

"So, how long have you been going here?" he asked.

"I just started, like you. But I moved in yesterday with the help of my dad." Frank replied.

"Does he live close by?"

"Oh yeah. He actually works here. He teaches the mechanics class."

"Awesome. Then I should get to know him real well."

"Really? Why?"

"I'm great with machines so I'll be taking a lot of his classes."

"Wow, I wish I knew my way around machines. I've got none of my dad's talent. The only thing I'm good at is math and science. So I guess it's a good thing that I plan on majoring in Navigation. I would never make it in anything else."

Jim rolled over onto his back and put his arms behind his head. "Hah. I'm sure you're not that bad. I mean sure, your clumsy and all but you're not stupid." As soon as he finished his sentence, a rather loud grumbling sound erupted from his stomach area.

"I guess that means you're hungry," Frank observed and chuckled deep within his throat. Jim thought it sounded more like a faraway thunder storm than a small laugh.

"Yeah. You want to go get something to eat?"

Frank nodded and both young men exited their dorm room and back out into the maze of hallways. Jim let Frank lead since he seemed to know his way around better than he did. The thought struck him as odd right there and he wondered why he didn't ponder it before.

"Hey Frank," Jim asked while narrowly avoiding his long and powerful tail, "How is it that you know your way around this place so well and we both just got here?"

"Simple," Frank answered while remaining oblivious to the fact that he was practically making Jim dance behind him, "Since my dad works here, he would bring me with him on weekends when my mom went to work. Sometimes we would play hide and seek here so I got to know the layout rather well."

"Rather well? If I didn't know better I'd say you lived here,"

"I do live here."

"Oh yeah…"

Deciding to walk next to the seven and a half foot lizard instead of behind him where he had to dodge a lashing tail, Jim jogged up to Franks left side. They turned one last corner and Jim could hear the chattering of other students gathered in the mess hall. Frank pushed open one of the two swinging doors and both young men entered into the noise and chaos that was their dining room for the next four or so years.

There were at least ten long tables that spanned across the whole room where students sat and chatted with their friends. Near the back of the mess hall was a long line of other students waiting to get their food. Where the line finally ended, Jim could barely see. Only if he jumped could he see over all the kid's heads to the end of the line.

"Oh great," Jim mumbled as both he and Frank slowly made their way over to get their place in line. Frank stood in front of him while he got the last place. His stomach growled louder as if it knew how long it had to wait to be satisfied.

The line moved slowly, too slowly for Jim's liking and he began to fear that the kitchen would run out of food before he reached it. No one had gotten in line behind him and it seemed as if he was going to be the last person in the school to be fed. His thoughts were interrupted as one last person got in line behind him and he almost laughed for the poor person that had waited that long for the line to die down.

"Well, if it isn't Mr. 'I-have-eyes-in-the-back-of-my-head-so-I-can-walk-backward,'" the person behind him said in a very annoyingly mocking tone of voice.

Jim groaned. He knew that voice. He turned to meet his fate as he came face to face with the girl he had accidentally bumped into earlier that afternoon. She had an evil, if almost satisfied smirk on her lips and she stood there with her arms crossed. She stood with her legs far apart for good balance and her back straight, behind him in the line.

"Yeah, well, sorry to disappoint you but there will be no more 'walking backward' tricks today so why don't you go yell at someone else," Jim replied sarcastically, hoping to ignore her for the rest of the time in the line. He was in no mood for her angry remarks.

"Naw, really? I was hoping you could show me again and maybe this time you could knock some poor kid's lunch out of his hands." Her voice grew angrier with every word she spoke as if she had some personal grudge against him.

Frustrated, Jim turned to face her. "Look, I don't know why you are so mad at me. All I did was accidentally bump into you outside and now you have this personal vendetta against me! I don't even know who you are!"

"My name is Kelly Watchman, thanks for asking! And what might your name be?" she asked angrily.

"I'm Jim Hawkins. Thanks for asking!"

"So you're Jim Hawkins, the supposed finder of Treasure planet. Hey, if you really did fond it that what are you doing here instead of rolling in the dough, huh?"

"Are you saying you don't believe me? Why would I lie about something like that?"

"So you can be famous, why else?"

"Is that what you think? That I just wanted the fame?"

"Hey Jim," Frank had come and tapped him on the shoulder; "The lines moving again and you're drawing a crowd."

**A/N: And there you have it! Next chapter coming when I feel like it! Oh yeah, and here's a helpful hint. If you want it sooner, than you might want to review more. I was quite dissapointed with the first set. Only one? Come one people! I know you can do better! Oh yeah, just so you know, the title might change because I don't like it very much. So if you can't find it, just look harder! **


	3. Classes Begin

**A/N: Okay, so here is the next installment of my story. I assumed that the Interstellar Academy was some sort of Military school but I don't know how military schools are run so I just guessed and added a bit of my own stuff. Just bare with me. The whole story won't take place at the school. Anyway, here you go!**

**Disclaimer: Answer me this. Why would I write fan fiction for Treasure Planet if it was my story to begin with? That would be a little pointless don't you think? Oh yeah, and credit for the original design of Estella goes to the person who did the character drawing of Captain Amelia.**

Chapter 2

Classes Begin

Jim had never hated someone as much as he hated Kelly Watchman. He sat at one of the many long tables in the mess hall with his fists clenched on the surface, not even looking at his food. He didn't even blanch when the cook plopped the grey goop that they called food on his plate and it splattered all over his white uniform. That girl had taken his appetite away and left him fuming. The longer he sat there, the colder his food became and the farther away his mind strayed from the thought of eating.

Frank sat next to him, stuffing his face full with table manners that would shame a pig. He didn't seem at all perturbed at what had just occurred while he waited in line. If anything, he seemed hungrier than he should have been. After all his food was gone, Frank paused and stared at the untouched food on Jim's plate. Jim, noticing Frank eyeing his food, pushed his plate over and sighed, "Go ahead. I'm not hungry anymore." He quickly grabbed the plate and immediately began shoveling the grey goop in his mouth.

After finishing up both his and Jim's plate of food, Frank leaned back and patted his belly with his large taloned hand. Jim just raised an eyebrow at him before standing up and heading back to his dorm room. He didn't get very far before he turned half way around to look at his new friend sitting at the table. "Hey Frank," he said, "You coming?"

The giant lizard looked at him and nodded before shifting his great bulk to get off the bench he sat upon. He successfully got one leg over the top but he wasn't so lucky with the second one. He stood up straight before trying to lift his left foot over the seat. His toes caught on the edge of the bench and poor Frank came crashing down on the hard tile floor. Jim heard a loud thud as Frank's chin came into contact with the hard surface. For a moment, he just lay there, dazed from the fall before he groaned and looked up at the smiling face of Jim.

"Come on you big oaf," Jim said, still smiling. At least he wasn't so angry anymore. It seemed as if the clumsiness of Frank was a magical medicine for depression and anger. Jim grabbed one of Frank's arms and tried to lift him off the ground. The large reptile helped by pushing himself up and soon he was on his feet again with a throbbing chin. "All right," Jim said, "Let's go back. I have to finish unpacking."

"Okay. Do you need my help with that?" Frank was back to his eager-to-help self and it seemed as if his little 'stumble' didn't do anything to hinder that.

Jim pretended to think for a bit. "You know. I could use some help organizing my dresser. You could help with that."

Frank smiled and hurriedly lead the way back to their dorm room. Jim still didn't know how to get there. This time he was determined to remember how to get there because he had classes the next morning and he didn't want to have to rely on Frank as a guide for the entire week. Yet, now that he thought about it, he could just get a map from the receptions desk. Making up his mind, Jim stopped Frank near the entrance to the building and ran to get a map of the whole school. He grabbed one of the maps off the desk and turned right around to follow Frank again.

They reached room 106 and Jim went right away to unpacking. He ruffled through his clothes and folded the ones that got a little disheveled when he threw them out of his bag. Frank Reached in and withdrew all of Jim's personal belongings, like a few magazines and congratulations gifts from his family and people at the Benbow for being accepted into the Academy.

Frank then pulled out a small holographic photo album and before he set it down on Jim's bed, the album began to quiver and shift. Frank yelped and dropped the moving photo album on the soft red sheets. He shuffled away from it as the grey-brown album quickly shifted into a small pink blob that floated in the air and began laughing hysterically.

Jim heard Frank yell and snapped his head to the source of the problem. What his eyes fell on was not what he was expecting in the least. There, right in front of his face, was the happiest little pink blob in the world. He was panting and smiling and licking Jim all over his face.

"Wah? Morph? What are you doing here?" Jim asked a bit surprised but happy none the less that his friend had snuck his way into his luggage. There was no denying that. But he was also worried. Morph wasn't supposed to be here, plus, he wasn't allowed. If Jim was caught with Morph here at school he had no idea what would happen but he was certain that it couldn't be good. He would have to find some way of hiding Morph from the teachers and the other students until he could think of a way to send him home.

Frank was backed up all the way on his own bed. The large and intimidating lizard was eyeing the little shape shifter cautiously. His look suggested that he either didn't trust Morph or he was afraid of him. It was understandable that Frank should be a bit surprised. Jim was as well the first time he met Morph. Only Frank's reaction was a bit overboard. Jim noticed this and gave his new friend a rather confused look.

"What is that?" Frank asked pointing his clawed finger at Morph who gave a small little questioning squeak.

"Oh, this is Morph," Jim answered, "he and I met on the Legacy, looking for Treasure Planet. He's just a little shape shifter."

"You do know that pets are not allowed, right?" Frank asked.

"I know. I didn't bring him on purpose. This little guy has a mischievous streak and will shift into anything and cause trouble. He must have shifted into my album so I would take him with me."

"Well, what are you going to do with him now? You can't just toss him out on the street." Frank was getting used to Morph now and was walking up to examine the small creature. Morph saw this as a game and shifted into a miniature version of Frank and stared at him the same way.

"I think I'll just try and keep him a secret until I can figure out a way to send him home without anyone finding out. This isn't going to be easy." Jim sighed.

"You could ask my dad for help!" Frank offered, trying to be helpful.

"Your dad is a teacher. He could get me in trouble."

"Oh yeah…"

Jim sighed and looked at Morph sternly. "Now Morph. I don't want you leaving this room. Do you understand? And if anyone comes in the room I want you to hide, got that? If anyone finds you I could get into a lot of trouble."

Morph acknowledged Jim's instructions by cooing happily and rubbing himself up against his cheek. Jim smiled and let him go fly about the room.

By the time Frank and Jim finished unpacking and getting everything put in its proper place, it was already dark outside and the clock read 9:30 P.M. Jim yawned and stretched out his arms before flopping down in his bed. He was exhausted from his day of moving in and getting lost. Not to mention his little run-ins with Kelly didn't help much in the energy department. That girl seemed to drain him without even trying. He really hoped that he didn't have any classes with her tomorrow. His first class was Self Defense and he really didn't need an all out fist fight with that skinny, blonde haired menace.

Jim rolled off his bed and went to change so he could sleep. He happened to glance over at Frank who was also lying on his bed, completely drained. A loud gurgling and growling sound erupted from Frank's nose which caused Jim to make a double-take. He looked closer at his friend and noticed the clumsy lizard was sound asleep and snoring loudly. He chuckled quietly to himself at Frank's behavior and quickly changed and slipped under his own sheets. Not ten minutes later, Jim himself was fast asleep in nothing but his boxers.

--

A soft buzzing sound infiltrated Jim's peaceful slumber. He tried to ignore it and rolled over on his soft bed, trying to regain the sleep the noise caused him to lose. Yet, five minutes later the buzzing returned and Jim grumbled loudly. He cracked his eyes slowly open only to quickly snap them shut again. The sun shone right on his face from the open window. Rolling over and sitting up in bed, Jim rubbed his tired eyes and looked at the source of the stupid buzzing that disrupted his sleep.

A small alarm clock rest on his desk at the foot of Jim's bed and was buzzing like mad for him to get up. He crawled over his red sheets and hit the button on the top to shut off the alarm. Turning the clock around, Jim looked at the time it displayed on its face.

8:10! Was that really the time?! Jim's class started ten minutes ago! Why didn't the alarm wake him up in time? He jumped out of bed in a mad rush and ran to the bathroom. He quickly brushed his teeth and took a fast shower. He got out and dressed into his uniform before running out the door. Sprinting through the halls, Jim passed right by the mess hall, skipping the breakfast he didn't have time for. Screeching to a halt in front of the martial arts room, Jim straightened his disheveled uniform and pushed open the door.

The room looked to be one giant gym mat. The blue and red mats covered the entire floor and all of the walls. The only part that was clear of mats was the ceiling. There were about sixteen other students in the room, all seemed to be partnered up and practicing some defensive move. Jim looked around for the teacher and found him near the back of the class talking with another student that he couldn't see. He walked through the group of his classmates to the back of the room and when he reached his destination he came face to face with Kelly Watchman.

Kelly's eyes were wide with surprise and she looked Jim up and down. A small smile crept up on her face and she burst out laughing. Confused, Jim looked down at himself and realized what she was laughing at. All the other students were dressed in workout clothes and Jim had arrived in his clean white uniform. He couldn't fight in this! He would sweat all over it and stink for the rest of the day. He flushed and stood there awkwardly in front of everyone.

The teacher looked at Jim and sighed, dragging his three fingered hand over his face. "You must be Mr. Hawkins. What is your excuse for being so late?" he asked, looking at Jim sternly with all four of his red eyes.

"I'm sorry Mr. Kulmin, but I don't have an acceptable excuse. I just woke up late is all," Jim answered, a little ashamed. He gave himself a mental note to set his alarm to go off earlier.

"Well, thanks to your oversleeping Mr. Hawkins, I cannot properly evaluate your fighting skills as I have everyone else. Not to mention you forgot your change of clothes. Today you will have to practice in those," he said, pointing to his school uniform, "and you will be partnered up with Miss Watchman here."

What? It was bad enough that she was even in the same class but to be her partner? Jim did not like that idea. Not in the lease. He yelled and protested against this new partnership. At least he did in his head. He wasn't in the position to argue with Mr. Kulmin and he didn't want to make his situation worse. He just nodded while he mentally kicked himself for being late.

Kelly also wasn't too keen on being partners with Jim either but she was voicing her displeasure out loud. "What? I can work with you just fine! Now I have to teach this clumsy oaf?"

Jim was annoyed at the clumsy oaf comment. Apparently she hadn't met Frank yet because if anyone was a clumsy oaf it was Frank. Jim didn't classify himself as clumsy or an oaf. Apparently, the memory of their first meeting was still engrained in her head.

"Miss Watchman, if you continue to work with me then Mr. Hawkins here would be partner less and he wouldn't learn anything. Now would you please teach him the move we were working on?"

Mr. Kulmin walked away and left Kelly there with Jim, frustration steaming out her ears. She really didn't like him and she held on to grudges with a death grip. Jim hated that about her and their relationship could only get worse if she stayed that way. Knowing this about her, he did not look forward to working with her.

Now Jim and Kelly were left by themselves in the back of the class and the silence between them was so thick one could have cut it with a knife. Kelly crossed her arms and glared at Jim who, in turn, glared right back at her. She huffed and pouted almost like a child and walked two feet away from him. She then shifted into a fighting stance, fist raised and a determined look in her green eyes.

"Well, come on," she yelled at him, "Get into position!"

Jim looked at the stance she was in and mimicked it as best he could. "Okay, now what?" he asked her.

"Punch at me," she stated bluntly without shifting from her stance.

Jim complied rather weakly, not really wanting to hit her. As soon as his fist was a mere inch away from her face, she sidestepped him and pushed his arm away from her with her right hand. Her foot slipped in behind his ankles and she grabbed his neck with her right hand. She pushed against him and he could do nothing but fall hard on the matted floor. He looked up at the ceiling and for a second could have sworn he saw stars floating around his face.

Kelly stood over him looking angry. "Get up," she ordered him.

Jim shot daggers at her and pulled himself up to his feet and took off his jacket. He tossed it to the side of the classroom and stood in the same stance he did before.

"You don't have to go all out on me. This is practice after all."

"Take off your boots too," she told him, ignoring his comment.

Sitting back down on the mat, Jim pulled off his brown boots and tossed them next to his jacket. He stood up again and got back into the fighting position. Kelly stood in front of him in the same position and this time punched Jim right in the face. He staggered backward rubbing his cheek and looked appalled.

"What the hell?" he yelled at her.

"You weren't ready. A good martial artist is always prepared for any attack," Kelly preached.

"Yeah but a good person would wait until their opponent was ready!" Jim retorted back.

"Fine, are you ready?" she asked sarcastically, while stepping back into fighting stance.

"Yes thank you," Jim snapped back.

This time when Kelly punched at him, Jim did the same thing she had done. He got as far as sidestepping and pushing her arm out of the way when she spun around his hand and tripped him with her foot as she kicked it out from under her. For the second time that day, Jim found himself on his back with mini stars shining in his eyes.

"You're not fast enough," Kelly told him with a slight monotone, "if you were faster, you wouldn't be so predictable and you would have knocked me down. The iron broom is a great counter attack for that move."

Jim was scowling. This girl was good but she didn't give him any room to learn the move like he was supposed to. No matter if he was the one punching or the one trying the takedown move, without fail; he was the one that ended up on his back. She would vary her counter attacks every time he attempted the move. By the end of class, Jim was aching all over and had several bruises on his legs, arms and back.

The bell rang and Jim practically limped over to his jacket and boots. Slowly slipping his arms through the sleeves so as not aggravate his aching muscles, Jim watched Kelly as she came out of the locker rooms chatting with another student. She seemed to act more normal around this girl and not so hostile. She actually made a friend! Jim was a bit shocked at seeing this and stood there with one boot in his hand, just staring at the two girls as they laughed at something and walked out the door. He couldn't believe it. Kelly Watchman who seemed like a shrew to everyone she was around was calm and laughing joyously with another student. To Jim, the sight seemed almost comical but then again, even the craziest people had someone that they always hung around with.

Everyone had left before Jim got his last boot on and was out the door. He limped down the hallway heading to nowhere special when he saw Frank up ahead with his book bag strapped over his shoulder. He called over to his friend and Frank looked up and waved back. Jim caught up to him as fast as he could given the circumstances and clutched on to Frank's arm since his legs threatened to give way.

"Hey, you okay?" Frank asked, concerned.

"Yeah, I will be," Jim said as the strength of his legs came back.

"What happened to you?"

"Just got beat up by some crazy girl but I'll be fine."

"Oh, you mean that girl from the mess hall?"

"Yeah, her." Frank could hear the hatred drip off his voice like acid.

Both young men walked outside to the sunny courtyard behind the dorms to relax before their next class. Jim found a shaded portion of grass and lay down on his back to rest his hurting body. Never before had he hurt so badly. Okay, so that was a lie. He clearly remembered the first time he attempted to ride his solar surfer. He had fallen off at least fifty times on the hard dirt and rock. Near the end of that day he had broken his arm by falling down an eight foot cliff. This pain wasn't nearly as bad as the pain he had that day but is certainly came close. At least he didn't have any broken bones. For that, he was grateful.

"I don't have to ask to know how bad you first class went," Frank told Jim as he sat down on a stone bench near Jim's patch of shade.

"Good," Jim said sarcastically, still mad about his first period, "Your observational skills continue to serve you well."

"But how did a girl as skinny as her manage to beat you up so badly?"

"Do I have to repeat the humiliation of my first day at this school?" Jim pleaded.

"You don't have to but I would like to know."

Jim sighed and wincing, sat up and leaned his back against the tree trunk. "That girl Kelly," Jim began, "she really knew what she was doing. Since I was so late to class, Mr. Kulmin partnered me up with her so she could teach me the defensive move that I missed. That girl isn't a teacher, she's a death trap. The only thing I learned from that experience was how to fall so that I don't break my neck."

"Wow, she must be really good. Either that or you suck at martial arts."

"I don't suck at it!" Jim said defensively, "She's just really good. She must have been training for years before she came here."

"That's right Jimmy-boy. I began when I was only five years old. Clearly, today was your first time learning a real fighting technique."

Jim looked around until the source of the smug little voice came walking out from behind the tree. She was back in her white uniform and she was still accompanied with her new friend. Now that he had a chance to look at the new girl, he noticed that she wasn't normal like he thought she was. This girl was incredibly tall, only being six inches shorter that Frank. She was muscular but still had her female build. Her skin was a yellowish green and each of her fingers were covered with a gauntlet like armor that if she clenched her fists she would have spikes protruding from each knuckle. Her face was slightly sunken and had high cheek bones. Her eyes were opposite of human eyes with white slitted pupils and the rest a solid black. Her nose was smaller than Kelly's, if that was even possible and her lips were large and a dark green color. Her hair was large tentacles pulled back in a ponytail that moved of their own accord like an extra set of limbs.

"So, does that give you the right to practically pummel me when I'm supposed to be learning?" Jim asked her angrily.

"There was no one to say that I didn't have the right," Kelly retorted, "that is just the way I teach."

"Is that the way you teach to everyone or just me?"

"To you and all other people your age or older. Children are my only exception."

"Oh, so you are afraid to make children cry. Here I thought it didn't matter. Young, old, there all the same. You sure proved me wrong."

"At least I am able to defend myself. My method of teaching not only gets you to learn against a strong opponent but it toughens you up and makes you less weak."

"So now I'm weak **and** clumsy?"

"Yes, and now that you have figured that out you can go work on fixing it!" Kelly snapped at him then turned around, clearly irritated, and stalked away.

"I'm sorry about her. She's just easily angered," her friend with the tentacle hair apologized.

"Oh, I can see that," Jim spat, just as angry as Kelly.

The tentacle girl followed Kelly out of sight and Jim slumped back down on the grass and covered his face with his arm.

"See what I mean? That girl has issues," Jim waited for Frank's agreement but it never came, "Frank?"

Frank was staring at the place where Kelly and her new friend had turned the corner and disappeared. His face was blank and was flushed as much as scales could be. To Jim, he looked positively love struck. His eyes were wide and his jaw hung slightly open. He just sat there unmoving and unhearing staring off into the distance.

Jim walked over to stand next to him and waved his hand in front of his face. Frank blinked and looked over at Jim.

"Who was that?" was all he said.

"Which one? The evil one or the green one?"

"The green one."

"I don't know. She was in my Self Defense class but I wasn't there for roll call so I don't know her name."

"I wonder what it is. Probably something pretty," Frank said wishfully.

The rest of the day passed uneventfully for Jim. He got some homework from his math class but it wasn't anything that he didn't already know. He was walking back to his dorm room to check on Morph and bring him something to eat when he turned the corner and stopped face to face with Kelly. She had her arms full of text books and she looked as if she was heading back from her own dorm room.

Jim tried to walk around her and completely ignore her. He thought he succeeded and that she was going to ignore him as well but she stopped him in a way he didn't expect. She was being helpful.

"Hey Jimmy-boy, you dropped something."

Jim groaned and turned around, ready for some verbal abuse and instead saw her handing him the small packet of food he had stolen from the mess hall for Morph. He tentatively reached out to grab the small bag and quickly snatched the bag out of her grasp.

Kelly laughed. "Have I made you that paranoid? You're weaker than I thought."

Jim glared at her for what felt like the hundredth time that day. "Everyone is weak to you aren't they? How on earth did you gain a friend like that tentacle girl if you hate so many people?"

"Because Jimmy-boy, while you were snoring in your bed this morning, Mr. Kulmin was evaluating our skills and I sparred with Estella. She puts up a great fight and she is a challenge for me. There are few people in that class that I can call a worthy opponent and she is one of them."

"Estella, so that's her name," Jim mumbled to himself.

"Yes, her name is Estella. Why? Got a crush on her or something?" Kelly teased.

"What? Of course not! Frank's the one who has the crush on her!"

"Frank? Your friend that you were with today and yesterday in the mess hall?"

"Yes, that's him. Now, if you don't mind, I'm going to my room." Jim turned around and walked down the hall, hoping that he finally got away from her. His wishing was in vain because as soon as he reached the end of the hall Kelly shouted something at him.

"Oh, and little pink shape shifters don't eat lettuce!"

**A/N: And there you have it! Now I want plenty of reviews for this. I worked hard on this so I want you all to at least tell me what you think. I hate it when people just read it and don't say anything about it. It makes me think that you guys don't like it and that makes me sad. So review and I won't be angry. You won't like me when I'm angry...**


	4. Awkward Moments

**A/N: Sorry this one took so long. I went on vacation last week and was without any means or even time to write. Disneyland can keep you busy... Anyway, It has come to my attention that this story has been starting out slow, so I have to tell you to bare with me and the plot will begin to show itself in the next chapter or so. I know all you people will stick with me throughout this entire story, if I finish it...**

**On with the show!**

Chapter 3

Awkward Moments

The weeks went by and his relationship with Kelly hadn't gotten any better. If anything, she treated him worse. It turned out that they had three classes together: Self Defense, Mechanics and Technology, and Vehicle Operation. Kelly would continuously beat up on Jim in the martial arts room and every Monday, after his first period, Frank and Jim would go out and sit in the courtyard during their off period and Jim would rest his aching body. He was happy to find out though, that he could beat Kelly in something. In both his Mechanics and Piloting class, Kelly struggled just to pass. She couldn't build anything to save her life and if something was wrong with anything put together with metal and screws, she would dismantle it to find the problem, not find the answer, then not be able to put the contraption back together again. In their piloting class, Jim was not happy to find out that they were partnered up again. He thought that for sure she would be telling him what to do and show him up just like in Self Defense but he was proved wrong, much to his delight. Kelly was a hopeless wreck when placed in the driver's seat of any vehicle. On their first day, the teacher, Ms. Greenham, a nice young lady that resembled Captain Amelia in looks and personality, had them attempting to pilot a small and simple solar powered hover bike without any previous instructions. Kelly was the first to go. She turned the engine on, switched the bike into gear and hit the gas. The vehicle rushed backwards and crashed into the parking shed.

Frank had taken to talking with Estella every chance he got. She in fact thought his clumsiness and helpfulness was cute and rather amusing so she loved to talk with him. She was a nice girl and Frank liked her a lot. What Jim didn't understand was how she ever became friends with Kelly. Kelly was mean and showed no mercy to Jim whether in a verbal or physical fight. When he asked her about it she just shrugged and told him that she wasn't so bad under her tough and relentless exterior. She didn't like it much when Kelly teased Jim or anyone else and she would always apologize to everyone she harassed but other than the times where Kelly was being downright evil, Estella found her to be charming and funny. She could always make her laugh, no matter how sad she was. Jim just raised an eyebrow and waved off her comments with a small, "suit yourself."

Frank was starting to hang out with Estella more often and was even eating meals with her. Jim would always tag along since Frank had very quickly become his best friend. Much to his displeasure though, Kelly was always with Estella, no matter where they went. So now, all four of them were spending more time with each other. Everyone in their group liked each other relatively well and got along alright except for Jim and Kelly. It wasn't a rare sight to see either Frank or Estella breaking up a fight between the two that usually started over nothing. It was hard for both of them to be friends when two people who hated each other so much were their best friends.

It was after dinner one night and Frank and Jim had just returned from the mess hall with their stomachs full. Jim was once again in a rotten mood courtesy of Kelly. Though he wasn't always the innocent one in their arguments; sometimes he was the one that caused them by teasing her about things that she would do, like crash a vehicle in class. Today Jim had done just that except Kelly had gotten fed up with his constant nagging in their Vehicle Operation class. Every time she would attempt to do something, Jim would stop her and correct her claiming that she was doing something wrong. Finally she just snapped and had very nearly killed him with her hover bike. Luckily for Jim, he shot off on his vehicle before she could reach him. Kelly was left there to figure out how to work her hover bike by herself.

Jim entered, looking as if steam was coming out of his ears as he slammed the door shut behind him and threw himself on his bed. He wanted to scream and yell as loud as he could but that would have drawn too much attention, not that he wasn't already drawing attention to himself by slamming doors and glaring at anything his eyes fell upon. He sighed and rolled over on his back and looked at the ceiling. Frank was sitting at his desk working on a mathematics assignment when he entered and raised his eyebrows at Jim.

"What?" Jim asked, clearly irritated.

"What did Kell do this time?" Frank asked, even though he had a pretty good idea already.

"So now you're calling her by her nickname too? Just how close are you two?" Jim's voice was full of sarcastic anger that he aimed at his friend.

"We get along fine. But what happened?"

"Well, **Kelly** almost took my head off today with her hover bike. All I was trying to do was be helpful because she can't operate anything mechanical worth crap. I give her a suggestion and she tries to kill me. Luckily I got out of the way in time and she missed but that little stunt got us both in trouble. Now we have to go and clean all the vehicles every Saturday for a month! I didn't do anything and she got both of us in trouble." Jim grumbled loudly.

"Maybe she would just like to figure things out for herself. Have you ever thought of that?" Frank said, trying to be helpful again.

"Hah! She would never figure it out at the rate she was going. Maybe I just won't help her next time. That should show her that she needs my help instead of trying to kill me."

Frank rolled his eyes and went back to his work. "Whatever you say."

--

The next day was Saturday and Jim had to go and clean the hover bikes and land cruisers with Kelly. Frank had made plans with Estella to go out on the town and when he told Jim about it he just gave him a know-it-all smirk. Both Frank and Estella claimed that they were just friends but both Kelly and Jim knew better. He was on his way to the hanger when he felt his pocket wiggle as something shifted inside it. Jim reached his hand into his pocket and pulled out a rather lint covered Morph. He coughed out a tiny ball of lint and shook the rest off. Cooing softly he rubbed himself up against Jim's cheek.

"Wah, Morph? I thought I told you to never leave the room, what are you doing here?" He was a little angry that Morph had disobeyed his order but was glad of some company other than Kelly for the afternoon.

Morph shrugged and floated just above Jim's left shoulder, ready to go, just like old times.

"No," Jim said, grabbing Morph and stuffing him back in his pocket, "I'm already late so you're just going to have to come with me. I can't risk anyone seeing you so you have to stay in my pocket."

Morph cooed happily and wriggled around in his pocket, shifting into a pencil case for a more comfortable ride.

When Jim finally reached the hangar, Kelly was already there and had gotten out a few rags and some polish. She was crouched in front of one of the hover bikes with her back to the door. She had a rag in her hand and she was polishing the front hover engine guard. Jim noticed that she was only cleaning the outside and making the vehicle look nice. She was completely forgetting about the inside, places like the solar storage container and the engine. Those were two places where oil and dirt collected the most and caused most vehicles to have trouble running.

Morph had shifted back into his normal pick blobby form and poked his head out of Jim's pocket to peak at his new surroundings. When he saw Kelly he chipped excitedly and rushed over to her side. He cuddled with her face and Kelly nearly jumped out of her skin.

"Oh, Morph! It was you! What are you doing here?" she asked the tiny shape shifter.

"Because I'm here, that's why," Jim said, drawing her attention away from Morph. He walked up to her and crouched down next to her and the bike, "You know you have to clean the inside of the bike too right?"

Kelly glared at him and patted Morph on his head, "That is not what Ms. Greenham told us. She only said to clean the bike, not its engine."

"When a pilot or a mechanic asks you to clean a vehicle, they mean the whole thing, including its engine," Jim told her, "And you can't polish it and expect it to be clean. You need to wash the dirt off too."

"Well then, why don't you go and get a bucket of water to clean them with, Mr. Know-it-all," Kelly snapped back at him.

"I will, now that you got the polish and rags," Jim said, standing up and walking towards the storage closet, "How did you find out about Morph?" Jim asked as he was rummaging around in the closet.

"He wandered into my room while I was studying. Why?"

"He was supposed to stay in my room so no one would find him," Jim said, glaring at Morph. Morph just smiled and cuddled with Kelly.

"You do know that keeping a pet in the dorms is against the rules right?"

"Yes, that's why he was supposed to stay on my room, so no one would find him. And you had better not tell anyone that he's here," Jim threatened.

"Don't worry. I may not like you but I like this little guy too much to see him go."

"Good to know," Jim said sarcastically, "We're going to need some small brushes as well to get the gunk out of the hard to reach places."

"Then get them while you're over there. Why are you telling me this?"

"So you know what I'm getting the small brushes for! Stop being so temperamental."

"I'm not temperamental!"

Jim rolled his eyes and shifted through the drawers in the closet. He picked up two small, plastic bristled brushes and a large metal bucket. He filled the bucket up with soapy water at the nearby sink and placed it next to Kelly. He picked up a rag and moved around to the opposite side. He wet the rag and began to wipe down the smooth exterior. Kelly followed his example and began cleaning her side.

They had finished the outside when Jim stood up to get one of the brushes from Kelly's side. They had to remove the engine to clean it so Kelly got the wrenches and screwdrivers in order to take it apart. Not knowing which ones to get, she just scooped them all up into her arms and dropped them on the floor next to Jim. He looked at the large pile of tools next to his shoe and raised an eyebrow at Kelly.

"What!?" she demanded.

"Why did you grab all of them?" he asked.

"I didn't know which ones we needed," she defended herself.

"You could have asked me."

Kelly opened her mouth to protest but nothing came out. She didn't have anything to argue about. He had a point. Why didn't she ask him? Because she had her pride, that's why. But she couldn't tell him that. Again, she had her pride. Lost for words, she clamped her mouth shut and grasped a random wrench, ready to take the engine out.

"That's the wrong one," Jim told her.

"Shut up! I knew that," she shot back at him and placed the wrench back in the pile. Her hand hovered over the pile of tools for a few seconds before she made her decision and grabbed a flat-head screwdriver.

"That's the wrong one too," Jim said again.

"Goddamn it Jim! If you know which one to use then just tell me! Don't wait for me to find it!" she yelled at him, throwing the screwdriver back in the pile with a loud clank.

Jim sighed and grabbed a 14 mm wrench from the pile and began unscrewing one of the bolts that held the engine in place.

"That's what I grabbed! You were just messing with me weren't you!" Kelly accused him.

"No, you grabbed the 12 mm wrench. That one is too small to fit over these bolts," Jim stated matter-of-factly, not taking his eyes off the bolt he was unscrewing.

Kelly huffed and grabbed another 14 mm wrench and set to work on the other side of the bike. She successfully released two bolts before things got difficult. Her third bolt was not giving as she tugged on it as hard as she could. There was so much gunk that built up around it over the years that it seemed impossible to break its inertia. She pushed and pulled on her wrench but the damn thing wouldn't move.

Jim heard her struggling with her bolt and looked over the seat of the hover bike to see her struggling with her wrench. He sighed and stood up to walk around to help her. He came round behind her and was about to tap her shoulder and offer to help when the wrench suddenly slipped off the bolt and her hand went flying up and backward, heading right for his face. Jim caught her wrist and stopped the lethal piece of metal from hitting his nose just in time. Unfortunately, the force Kelly was putting forth to turn the bolt released and she fell backward and right into him. He grabbed her shoulder with his free hand to stop her and she landed safely with her back on his chest.

Kelly blinked a few times to recover from her fall before she realized what was keeping her hand up in the air. She looked over to find a hand grasping her wrist. Looking over to her other side she saw another hand resting on her shoulder. Slightly dazed, she looked up to see Jim looking down at her from behind. Her cheeks grew hot and turned a deep pink color at her current situation. Without even thinking, her body reacted the only way it knew how, martial arts.

She shoved her free arm backward and elbowed Jim in the stomach. He doubled over in pain and before he recovered, she flipped him over on his back by grabbing his arm that held her wrist hostage and heaved him over her shoulder. As he fell he hit his head on the hover bike's handle bar and fell unconscious.

Kelly was breathing heavily due to nerves and adrenaline. Her face was still flushed and she surveyed what her reflexes had done. Jim lay on his back with a large bump on his forehead. His eyes were closed and his breathing was even. _Great,_ she thought, _I knocked him out. Now what?_ Kelly really didn't want to stick around and clean everything by herself. She especially didn't want to be around when he woke up because he would most likely yell at her for being stupid and temperamental again. She did not like being called temperamental. The only option that came to mind was to just leave him there and let him wake up himself or let someone else find him. She quickly bolted out the door just as she saw Morph shift into a wet rag and place himself on Jim's forehead.

--

Jim woke up with a splitting headache and a sore back. He slowly sat up, much against the protests of his back and head and looked around the hangar. Morph was right in front of his face looking at him worried. He placed his hand on his head and felt a large bump where his head hit the handle bar.

"Damn it Kelly, what was that for? I was only trying to hel—Kelly?" Jim looked around the hangar and only saw the multitude of vehicles that were stored in there when not in use. "Kelly, where did you go? We have other vehicles to clean." Jim searched in the storage closet and in some of the air cruisers and longboats before he realized that she wasn't in the hangar anymore. Jim grumbled and looked out the window. The sky was dark and he could hear the sound of the nocturnal wildlife roaming about the planet's surface. He had been unconscious for hours! Last time he remembered looking at the clock it had been about 3:15 in the afternoon. Now that he looked at it, it read 7:34 P.M. The mess hall was serving dinner right about now and Frank would be worrying where he was, that is, if he got back from his "date" yet.

"Come on Morph," Jim said, "Let's get back to the room. Here, get back in my pocket."

Morph chirped and dove right in, transforming into the pencil case again as he did so. Jim walked out the door and made his way through the hallways. He stopped briefly at the nurse's office for an ice pack to put over his bump before heading to his room. When he got there, no one was in the room, as he expected. If Frank wasn't in the mess hall he was certainly still on his "date" with Estella.

Jim gently laid himself on his bed and placed the cold ice pack on his aching head. The cold cloth the ice was wrapped in felt nice on his throbbing temple. He let out a satisfied sigh and he let himself relax. He almost fell asleep when Frank came bursting through the door so fast that it hit the wall and bounced back in his face. He pushed the door open again, this time slower while holding his nose and whistling a happy tune rather loudly. Jim winced since the sound made his head hurt even more.

"Frank," Jim whined, "Must you be so loud?"

"I don't have to but I can't help it," Frank said happily, "Today went great. Estella even said that we should do something again sometime. Can you believe it? I'm so happy right now!"

"Yes but you being happy is making my head hurt."

Frank looked at Jim and noticed the ice pack he was holding to the large bump on his forehead. "Goodness, what happened to you?"

"Kelly, that's what happened."

"Oh, did she almost kill you again?"

"Yes, and again, I didn't even do anything to provoke it. I was just trying to help."

"Didn't I tell you that she might not want your help?" Frank reminded him as he hung up his coat on the door hanger.

"Well, this time she needed it whether she wanted it or not."

"How so?"

"She couldn't turn this bolt because it was so covered in gunk."

"So what did she do?"

"She went crazy again. I went to help her when the wrench slipped off the bolt and she fell. All I did was catch her and she completely flipped her lid!"

"So that's what happened."

"Yeah. I was unconscious for over four hours thanks to her. And she gave me this bump on my head as a momento. How can you stand her?"

"Well, for one thing, she doesn't go around beating me up whenever it tickles her fancy."

"Real funny Frank," Jim said sarcastically.

"Yeah, I thought so," Frank replied just as sarcastic.

Jim adjusted the melting ice pack on his forehead. He was just getting relaxed again when his stomach let out an angry protest demanding food. After that hit to the ribs, Jim really wasn't in the mood for food so he let his stomach go hungry.

"Hey Frank. I'm not feeling all that great after Kelly's crazy kung-fu show so I'm going to turn in early. Try to keep the noise low okay?"

"No problem. Hope you feel better."

"Thanks. 'Night."

--

Every Saturday after that passed uneventfully for Kelly and Jim. Thankfully there were no more stuck bolts that caused any more moments that ended in Jim getting the crap beat out of him. Their classes on the other hand were not going as well as their punishment. Jim only managed to learn any self defense when he wasn't fighting with Kelly. If Mr. Kulmin needed a volunteer or assistant to show what they were to learn, Jim would occasionally be the one who helped him out. When it was his turn to try it against him, Mr. Kulmin wouldn't fight back like Kelly would but he would actually let him attempt the move. During sparring on the other hand, he was always paired up with Kelly because Mr. Kulmin wanted the better students to teach the ones not as experienced. Though, after sparring with Kelly for two months, Jim was proud to say that he had gotten faster. But no matter how hard he tried or how fast he got, Kelly would always win leaving him with bruises and aching limbs.

Vehicle Operations class wasn't going as well as Jim had hoped either. Because Kelly couldn't drive anything with any skill at all, Ms. Greenham held both of them back and they were still learning how to operate and take care of the hover bikes while everyone else had moved on to small land transport vehicles. What irritated Jim the most was that Kelly wouldn't even let him help her when she was confused over something. He wanted to catch up with the rest of the class but Kelly was holding him back. He could pilot any one of these vehicles better than anyone in the room except for Ms. Greenham. It was that fact that Kelly had so much trouble that he couldn't show off his skill.

Frank and Estella had ended up dating more and more after their first outing. Jim would constantly be in the middle of message passing between the two. He really wished that they would talk to each other face to face more often than just in the mess hall and on their dates. He was always relaying messages from Frank to Kelly so that she could tell Estella. They were like Junior High students in their first relationship. He really thought that they should look for each other instead of sending messages. They had some classes together right?

Morph, that little pink blob, loved Kelly. There was no other way to put it. He would occasionally sneak out of Jim's room when he wasn't there and make his way down to her room. Whenever Jim would come back after his day of classes and find him missing, he always knew exactly where to look. He couldn't understand it. Why did everyone like Kelly so much? She was mean and cynical and hated Jim, yet everyone seemed to love her.

Jim was stomping down the dormitory hallway, on his way to Kelly's room to retrieve Morph for the fiftieth time that month. He turned the corner and saw Kelly leaning up against the wall, laughing at Morph doing impressions. The particular impression he was performing at the moment was of Jim attempting to do martial arts. He showed his arms flailing about and even had him trip over his own feet. Jim wasn't in a good mood to start with, due to the fact that he just found out that he was almost failing his Strategy and Tactics class. He didn't understand it. He would always brainstorm his ideas with Estella and they would come up with their answers together, but he was the one almost failing while she had a near perfect score! Seeing the sight in front of him only made his mood worse. He marched right up to the two of them and grabbed Morph in both his hands. He cooed happily in Jim's hand and escaped to hover by his head.

"I'll be taking Morph back to my room now," Jim said venomously.

"Too bad, he was doing a perfect impression of you just now," Kelly replied, unaffected by his anger.

"Well, the show has been cut short, and that was **not** a perfect impression. I have gotten better if you haven't noticed."

"Not good enough, your posture is still lacking and your stances aren't wide enough. That's why your balance sucks."

"Would you stop criticizing everything I ever do? Doesn't this ever grow boring to you? For once in your life could you at least try to be nice?" Jim was close to losing it. If she said one more nasty, unprovoked comment, he would strangle her.

"What's all the shouting?" A familiar voice echoed down the hallway and both Kelly and Jim looked to see who was headed their way. There, at the end of the corridor, stood Dr. Skivonovitch. He looked over the top of his glasses at the two students that were fighting and walked right up to them. "Miss Watchman, Mr. Hawkins, both of you realize that pets are not allowed on school campus am I correct?"

Jim realized too late that he forgot to stuff Morph in his pocket and was floating carelessly above his head. Both he and Kelly nodded, ready for whatever punishment Dr. Skivonovitch was going to hand out.

"Very well," the lizard man said calmly, "Both of you, follow me. Bring your animal with you."

Jim sighed in defeat and grabbed Morph and stuffed him in his pocket like he should have done before hand. Dr. Skivonovitch led them to his office and sat down in his large office chair. Both Jim and Kelly stood in front of the desk, side by side, with Morph floating between them.

"So," Frank's father began, "Why do the two of you have this…shape shifter here at the Academy?"

"He belongs to me sir, not Kelly," Jim stated. What was he doing? Why was he was defending Kelly? He was so mad at her right now that he would rather pin the blame on her and watch her get in trouble for his little pink blob. So why was he taking the blame for her? Possibly because Morph was his and not hers but that was beside the point.

"That may be, but the shape shifter seems to be rather comfortable around her. Miss Watchman, how long have you known that the shape shifter was here?"

"For about a Month and half sir," Kelly replied.

"So you did know about it and you kept it a secret?"

"Yes sir."

"How long were the both of you planning on keeping him hidden?"

"At first, never, because I didn't know he was here," Jim began to explain, "But when he showed up in my luggage, I was going to keep him a secret until I could somehow get him back home."

"You didn't bring him here on purpose?"

"No, he shifted into my photo album and got here without my knowledge."

Dr. Skivonovitch sighed and folded his clawed fingers together. "When were you planning on returning him home?"

"During fall break. I was going to go home to visit my family so I thought I would bring Morph with me."

"Morph, that's his name is it?"

"Yes sir."

"Very well, you may keep him here until fall break. After then, he is not allowed on campus any more. In the mean time, both of you will receive detention with me on Friday's after school and Saturdays. Am I clear?"

"But sir, he doesn't belong to me," Kelly protested, "Why am I—"

Dr. Skivonovitch lay a stern yellow eye on her and she shut up immediately. "As I recall, you knew about this Morph and didn't tell anyone. **Both** of you will receive detention."

"Yes sir," Both Jim and Kelly sighed and walked out of the room. Morph was ecstatic. He cooed and chirped louder than ever and rubbed up against both Kelly and Jim's cheeks. Jim and Kelly on the other hand were not so happy. True, Jim was happy that they didn't take Morph away from him but he was ready to pin the blame on Kelly. They weren't more than ten feet away from the door of Dr. Skivonovitch's office before they were in another shouting match.

"This is your fault, you know that right?" Jim mumbled angrily at her.

"My fault? How is it my fault?" Kelly countered.

"If you had been more careful and not had Morph out in the hall where he could be easily spotted than he wouldn't have been found!"

"Well I couldn't keep him in my dorm room! My roommate would have found out about him and snitched on us!"

"I honestly think that Estella wouldn't report Morph. She's too nice."

"Estella is not my roommate. I would rather have her than that whiney little bitch that's there now! Where else was I supposed to go with Morph anyway?"

"You could have hid him in your pocket and returned him to me! You ever think of that?"

"Well excuse me for not thinking of every single conceivable answer to the sit—"

Kelly never got to finish her sentence because at that very moment, Morph had transformed himself into a large boot and kicked Jim into Kelly. The weight of Jim and the force of his momentum sent Kelly flying backwards. She expected to hit the wall but when the time came for her back to make contact, she kept falling. That wasn't right. There was supposed to be a wall there. Then she noticed a doorway passing her and she understood. Both she and Jim fell into an open Janitor's closet. The closet was small so they hit the back of it and still managed to stay on their feet.

Kelly stood there in shock with Jim leaning against the wall in front of her. His arms were placed on either side of her head and his face had the same expression of surprise as hers did. Both their cheeks were red as Mr. Scroop's face and as warm as a Red Giant star. They were only in that compromising position for a few seconds before the door slammed shut behind them. 

Morph had shut the door and for good measure, locked it by changing into a perfect replica of the key.

"Morph! Open this door right now!" Jim yelled, pushing himself off Kelly and pounding on the wooden surface, "You think this is funny don't you?"

Morph in fact, thought that it was hilarious. He was rolling over in the air with fits of giggles. He had watched their argument down the hallway and had decided that they needed something to lighten the mood. When he saw the closet door open and rapidly approaching, he had taken immediate action and pushed the two of them in.

Kelly was even angrier now than she had been out in the hall. She was now trapped in this tiny closet with no one but Jim, the guy she hated, for company. Crossing her arms, she backed herself up into the corner to get as far away from him as possible in the confined area.

Jim was pounding on the door, trying to convince Morph to unlock it. No matter how loud he hit the wood with his fists and no matter how loud he yelled, Morph just floated out in the hallway, doubling over in laughter.

"Would you stop that? You're driving me nuts with your loud and annoying voice. He's not going to open that door. You're only making him enjoy this more," Kelly yelled at Jim, annoyance written all over her face.

Jim swiftly turned around and almost took as step backward only to find his foot blocked by the wall. The closet was so small that the furthest apart they were able to be from each other was a couple inches. His face turned a slight magenta color and he frowned at her.

"Well, I'm sorry for trying to get out of here," he snapped at her, "I'm sure that you don't want to spend the rest of the day in here."

"You're right. Standing anywhere near you just makes my skin crawl. So don't touch me." That last comment was hard for Jim to obey. Any slight movement would cause their shoulders to bump or their feet to hit. He couldn't move his arms anywhere otherwise he would touch her hips. That would have been a nightmare had he done that.

It was getting rather hot in there with two bodies so close together. It seemed that the small janitorial closet had no ventilation and right before Kelly was about to take off her jacket, the door opened, spilling light from the hallway on the two.

Mr. Fallus, the janitor, looked at the two students standing in his closet. He had only left it open for a few minutes and he came back to find that it had shut and locked itself. Seeing the pair inside was something he did not expect. Now he understood why his closet was locked. These two wanted privacy for their own purposes. He smiled and stood aside for the two to exit.

"Now, if you two wanted to be alone I can name many other cleaner places for you to check out," he teased as both Jim and Kelly blushed and stalked out of the closet.

"I would never want to be alone with **her**," Jim snorted.

Kelly glared at him and ran down the hall, trying to get away from him as fast as possible. Now that she was out of the stifling closet she could think clearly. That was not another situation that she wanted to be in. In fact, her skin tingled and her heart beat fast when he was that close and she didn't like the feeling. She had covered it up nicely by yelling at him and she hoped that she would be able to do it again.

Jim didn't know what really happened in that closet. His hands had itched to move and touch hers but he had to have kept them in check otherwise she would have really killed him. He would rather her beat him up than have had that situation continue. He shuddered at the thought of what would have happened if they were stuck in that closet any longer. Shaking his head to get the thoughts out, he returned to his dorm.

"She does have pretty eyes though," Jim whispered before slapping himself.

**A/N: And there you have it. Please review and if you don't then...I hate you...Just Kidding! I like you for just reading it! I promise you that the next chapter will come faster than this one since that is when things start to unfold. I won't tell you any more because I don't want to give it away. See you next time!**


	5. Something's AFoot

**A/N: Hello Everybody! Today is the day that something happens in this story! Hooray! And Hello to all you new people reading this! **

**Disclaimer: I noticed that I forgot a disclaimer last chapter and...oh well. You people should know better that to accuse me of stealing. I never said Treasure Planet was mine to begin with so how dare you! But all of you people who are not stupid like that, you all get a handshake and a bag of cookies! Hooray for you! **

Chapter 4

Something's A-Foot

The next two years went by no different from his first two months. Kelly was still one of the top students in their Self Defense class and was still beating the crap out of poor Jim. Only now, Jim could actually fight back. He was proud the day he finally got a hit on her. He had never gotten through her guard before and he was smiling the rest of the day. Not even Kelly's incompetence in the piloting field brought him down. After that he grew overconfident and a little cocky and wasn't able to hit her again for weeks. Kelly scolded him for it many times which ended in another shouting match and detention for constantly disrupting class.

When their summer vacations hit, Jim was relieved to find that he could get away from Kelly, if only for a few months. He had invited Frank to come to the Benbow for a few weeks during break and Frank had asked him if he could bring a friend. Jim, of course, knew exactly who he wanted to bring and he really didn't want him and Estella hanging out together the whole time with him being the odd man out but he couldn't say no to his best friend and agreed to let Frank bring her. He was afraid since Estella would be coming that Kelly would show up as well and when she didn't show, it felt to him as if a large weight hat been lifted off his shoulders and he could breathe again. But he had to know why she didn't come; Estella was her only friend for God's sake. He had asked Estella about it and it turned out that she went home to see her father and train some more.

Jim had brought home Morph that fall break like he promised and had told his mother to keep an eye on him to make sure that he wouldn't follow him to school any more but no matter how many times he told him to not follow him back to school, he somehow found his way back into his suitcase. He was lucky that he wasn't found again after the first time because if he was, Jim would have been in a lot more trouble and probably wouldn't have gotten off the hook so easily. Every break, when he would return home to visit his mother, Dr. Doppler and Captain Amelia, he would take Morph with him and practically try and nail the pink blob to the wall of the inn but each attempt was a failure. Jim, Frank, Kelly and Estella had to be extra careful whenever Morph would sneak out of his room. It seemed as if the little shape shifter was making good his promise to Silver to keep an eye on Jim.

Lucky for Jim, he and Kelly were not in classes together as often any more. Now that they had gotten all their required courses out of the way the first year, they separated into the classes more specific to each of their majors. Kelly continued more with her martial arts, weapons training and tactical skills so she could become a member of the special ops tactical retrieval team. Jim had finally gotten his chance to prove how good he was at flying vehicles when he was split from being partners with Kelly. Ms. Greenham was quite impressed and a little bit surprised that she had not let him reach his full potential before. Both Frank and Estella, it turned out, were looking into navigation majors and got to spend more class time with each other. Jim thought they were spending too much time together to begin with so having classes together seemed a little too much. They really needed some time away from each other. It would really do them some good.

As they started their new classes, they proved to be harder than their previous years. Not only were they being challenged, but they were being taught expert level curriculum. Their work load became larger and Jim was up until midnight every night just trying to get it all done. He no longer tried to finish his work by himself and often consulted Frank for help. He was even having trouble in his Vehicle Operation's class. He found out the hard way that the bigger aircrafts were harder to maneuver and much slower on the turns than the smaller longboats and land transport vehicles. He was certain he wasn't the only person having difficulty keeping up with his classes. Even Kelly was having trouble in her classes. Once he had seen her out in the courtyard near the dorms practicing her martial arts. He had watched her for a while and noticed that she kept on trying out the same move over and over again. Each time, she fell down on her hands and knees and grimaced in frustration. She did not seem the type who took failure very well, especially if it was something she was good at. Oh sure, she liked a challenge when fighting but apparently, if she couldn't learn a move and get better, she couldn't stand it. Her frustration showed after that and, if it were possible, she looked even more pissed off and angry.

Now starting their third year at the Interstellar Academy, Jim, Frank, Kelly and Estella, all twenty years old, hardly had any classes together and even less classes off together. It was their second week there that year, and all four of them only had one free period together each week. They were outside near the front of the school, Jim was lying lazily on a stone bench, Frank and Estella were sitting on the cool grass together, pouring through one of their navigational text books and Kelly was leaning against the nearby tree, looking angry as usual. Jim and Kelly had just gotten back from the martial arts room after another grueling session of Kelly 'teaching' him to fight. As it turned out, Jim had barely passed his Self Defense class and Mr. Kulmin had 'suggested' that he continue to learn to better himself, 'suggested' meaning that it was required. Unfortunately, he had assigned Kelly to be his tutor and Tuesday mornings before classes to be his practice time. Now, every Tuesday, Jim would get up extra early and get himself sore, aching and tired before the school day even begun.

Jim rolled over onto his back, groaning as he did so. His muscles hurt all over and he felt as if someone had dropped a large bowling ball on his head. He massaged his temples and glared at Kelly. She stared back as if it didn't matter to her how much he hurt. She snorted and looked away; annoyed that he was mad at her.

"Why are you looking at me like that?" she asked in a snotty tone of voice, "It was your own fault."

Jim glared at her and moved into a sitting position, his feet resting on the grass. "So it's my fault that you practically kill me when I'm supposed to be learning, not dying?"

"Yes, if you wouldn't keep your head and torso open, then maybe I wouldn't hit you there!"

"I don't keep my head open!" Jim defended himself rather weakly.

"Then how come--"

"Um, excuse me you guys," Frank nervously cut in, halting their argument in its tracks.

"What!" Both Kelly and Jim snapped at him. They didn't really mean to yell at him, they were just so caught up in the argument.

"It's just that, there is a group of other students coming this way and we're kind of blocking the path.

Jim looked up at the large group of students walking their direction and cursed under his breath. They really were in the middle of the walkway and moving to let them pass meant that he had to get up from his resting place. There was only a small space for them to pass between the decorative bushes and the wall of the building. Their small group was blocking that tiny space and the larger hoard of students had to pass right through there.

Muscles protesting every inch of the way, Jim stood up from his place on the bench and walked over to the tree where Kelly was leaning. Frank stood up from the grass and grabbed Estella's hand to help her up. They both took their places by the tree, in between Jim and Kelly, much to their relief.

The group of students walked by, laughing and joking about their dramatic lives or relationships that they had while carrying their text books and book bags to their next class. Jim, Frank, Estella and Kelly watched them pass and Jim noticed something peculiar about the younger group of rather annoying students. They passed and Jim took is original spot back on the bench while Frank and Estella sat back down on the grass. Jim watched them disappear around a corner and glanced at his friends.

"Did any of you notice that all of those kids were the same race?" he asked.

Kelly rolled her eyes. "Are you turning racist on us? Why would they being the same race matter?"

"Because the diversity of races at this school doesn't leave room for that many of the same race."

"You know, I think you're right," Frank looked up and rubbed his chin, "I've been seeing a lot of Tenticulis here lately. There are ten alone in Astronomy class, not including Estella."

"Come to think of it, I've been seeing a lot of familiar faces around lately. I even think my little brother will be coming here next year," Estella piped up.

"Humph," Kelly snorted, "I think you're all being paranoid. I haven't noticed a thing."

"Well, you never have been the most observant one," Jim teased.

"I am too observant! How do you explain me noticing all your weaknesses when I'm teaching you?"

"And since when have you applied any of your skills outside of martial arts?"

Kelly didn't have an answer for that one. She thought she had covered all the bases but Jim had proved her wrong. She shot daggers at him and went back to sulking under the tree.

Frank and Estella looked at each other, each had an expression that said 'here they go again' written on their faces and went back to reading their book.

Lunch went by the same as always. The line for food was ridiculously long and all four of them had to get in at the very back. The wait took forever and sprung up even more bickering between Jim and Kelly. When they finally got their food, it was the same inedible stuff as always. They all choked it down as best they could, except for Frank, who literally did choke on it and had to be given the Heimlich by Estella. But, even after he almost died from the nasty mess hall food, Frank still continued to shovel it down with terrible table manners. Jim and Kelly just looked at him with unbelieving faces at his rudeness while eating but Estella didn't seem to mind in the least. In fact she just sat there, calmly eating her own disgusting food.

They were almost finished with their lunch when two younger male students, who happened to be Tenticulis, Jim didn't fail to notice, walked up and flanked Estella. They both had on a goofy grin and one laid his arm around Estella's shoulder. Frank noticed this and he growled lowly. The two boys didn't seem to notice as they began to chat up Estella.

"So, almost done with your lunch?" the guy on the left said.

"Yeah, what does it look like?" Estella said, slightly annoyed.

"I looks to me like you are a little annoyed at something," the guy with his arm around her said.

_Wow, is he psychic?_ Jim thought, _maybe he will leave before she kicks his ass._

"Really, now what gave you that idea?" Estella grumbled.

"I know just the thing to cheer you up! Why don't you ditch these guys whom you clearly don't want around you and hang out with us?"

_Okay, never mind. He clearly doesn't get it._ Jim sighed and waited for the beating that was to come.

Estella coughed on her last bite of food and nearly spit it out. She grabbed a napkin and wiped off her mouth before she stood up and turned to leave. She put her hand on Frank's shoulder and waited for Jim and Kelly to come with them before leaving. "I don't need to come with you two. In fact, it is you two who are annoying me," she said to the two younger students, "come on guys, let's get out of here."

Frank nodded and left with her. His tail on the other hand, wasn't kept in check and swiped around and hit the boy who was on the left in his stomach. He doubled over, clutching his mid-drift and coughing. The other guy, whose skin was a greenish yellow color, grew angry that his partner in crime was down for the count and launched a punch at Frank, all the while screaming at him for what he did. Frank easily sidestepped him but didn't fight back. Instead he backed away from him and stood behind Estella.

"Frank, what are you--?" Estella was confused.

Frank grabbed her shoulders and looked intently at the two students, both recovered and ready to fight. "Oh great, a fight," he said regretfully, "I hate fights."

"You mean you won't even defend yourself?" Kelly asked him angrily.

"I don't like fighting. I'd hate to hurt someone."

Kelly rolled her eyes and Jim shook his head. The two younger students were growing angrier and they didn't take kindly to Frank in the least.

"Hey, you get your hands off her you unworthy slime!" the greenish yellow one yelled at Frank.

"What are you talking about?"

"You have no right to even talk to her!"

"And who says we can't talk to her if we wish huh?" Jim yelled at him.

"Only those of our race should consult with each other! That is the way it should be."

Kelly was growing even angrier than the two guys in front of her. Her fists were clenched and she held her jaw tight together. Her green eyes glared at them as she completely lost her cool. "I've had enough!" she screamed at them and launched her foot at the guy's face.

It hit him square in the jaw and he fell backward over the table. His friend, with skin that was more of an aquamarine color, only watched him roll over it and crash on the other side. The greenish yellow student turned on Kelly and charged her for taking out his friend. He aimed a punch at her face but she dodged it and he fell headlong into Jim. Jim fell on the floor and the green-yellow student glared down at him. He grabbed Jim by his collar and lifted him over his head.

"Hey, watch where you're standing you disgusting ball of slime!" he snarled in his face. He released one hand to punch Jim in the face but before he hit him, Kelly grabbed his fist and twisted it at an uncomfortable angle behind his back.

"I would let him go if I were you," she threatened.

Jim was astonished. Why she was defending him when she hated his guts was beyond him. Still, it felt nice to know that she wouldn't let him get beat up just so she wouldn't have to fight. Maybe that was it. She liked to fight so much that it didn't matter who she defended. That did seem like something she would do. That little bit of information seemed to depress him a little bit but it also calmed him to know that Kelly was still herself.

"What's going on in here?" a voice rang out through the crowd that had gathered to watch the fight. Jim looked over to see Mr. Burrell, the Strategy and Tactics professor, standing straight and tall with his arms folded behind his back similar to the way Mr. Arrow used to stand. His turquoise skin on his forehead was furrowed in disapprovement. His tentacle hair was loose and limp at the moment and tied down at the ends.

The two trouble making students jumped up and the green-yellow guy let go of Jim's collar. They stood back away from Frank, Estella, Kelly and Jim and pointed their gauntleted fingers at all four of them.

"They started it!" they accused them.

Kelly glared at them and clenched her fists into tight balls. She did not like being falsely accused and she especially didn't like it when it was the real culprit who was using her as a scapegoat.

"We did not!" she defended herself, "They threw the first punch!" She pointed at the younger students while talking to Mr. Burrell. The older Tenticulis looked from the two troublesome students to the four friends and back again before saying another word.

"All six of you, come with me," he said angrily.

The situation was not a good one, Jim had to admit. This was the teacher that he suspected of playing favorites. He automatically knew that he was going to get detention since the guy did not like him in the least. He surrendered to his fate and followed him and his fellow students out of the mess hall. He looked around and noticed that all the other students were watching them. It was almost exactly like that day five years ago when he was caught trespassing by the police bots. He hated it when people looked at him like the way they were doing now. It made him feel uncomfortable.

They walked through the halls in silence except for the two Tenticulis boys who were most likely not going to get any punishment. Mr. Burrell would play the favorite card again and they would get off scot free.

Mr. Burrell's office was small and cluttered, unlike Dr. Skivonovitch's, who always kept his desk devoid of papers and junk and always had his books stacked neatly on their shelves. The Tactics teacher had stuff everywhere. Jim even thought he saw a pair of underwear laying under his desk but it was gone as soon as he looked closer. There were a couple chairs stacked in the far corner since they wouldn't fit in such a small place if they weren't. Books littered the floor, some even had pages torn out and others were open with the contents facing the floor and the bindings broken. This guy really didn't take good care of his books. Either he was lazy or he just didn't give a damn.

He ushered all six of the students in his office before he squeezed behind his extremely messy desk. He leaned back in his large office chair that looked too big to even fit in the room let alone fit through the door and looked sternly at all of the people in front of him. Jim shuffled his feet nervously and Kelly elbowed him hard in the ribs. He stopped himself from doubling over in pain and glared at her out of the corner of his eyes.

"I would have you know that physical fights are against school rules," Mr. Burrell told them all, "You are all to be punished unless I hear the whole story. You two," he said, pointing at the two trouble making boys, "I want you to tell me the truth. What happened?"

The aquamarine student was the one who recited their version of the story. He seemed to be recounting a tragic tale of how they were minding their own business when Frank, Jim, and Kelly attacked them without reason. They told him that they refrained from fighting because they knew that if they fought back, they would get in trouble. He finished his story with how Mr. Burrell showed up and saved their lives.

Jim nearly choked on his own spit when he heard their story. How could anyone believe such a cheesy story with equally cheesy acting to go along with it? Even the teacher wouldn't be fooled by such a performance. He would know that they were lying, favorites or not.

"Thank you. Now, would you tell me what happened?" Mr. Burrell asked Kelly.

Kelly was already angry at the blatant lie that the two younger students had told and asking her to tell a story that would only make her angrier was not a good idea. If anything, it would make their situation even worse. When Kelly let her anger get away from her, which was almost all the time, things never ended up they way Jim wanted them to be.

"Sir," Kelly said, "All I can say is that they are liars and that they started the fight. They were being rude and all Frank did was walk away and they lost their cool. I defended myself and stopped that one there," she pointed and accusing finger at the green-yellow trouble maker, "from strangling Jim! And now you mean to tell me that you believe this crap that they tell you!?" Kelly was shaking in anger by the time she finished and had both hands clenched tightly.

"So you mean to tell me that you did fight them?" Mr. Burrell asked her.

Kelly stood there in shock. He was right, she did fight them but this was not how she wanted things to play out. Surely he must be joking. She wanted to defend herself against the outrageous claims of the two Tenticulis boys.

"I take your silence for a yes. Very well. You three: Ms. Watchman, Mr. Skivonovitch and Mr. Hawkins will all receive detention for two months. Report to me every Friday, Saturday and Sunday at 4:30 in the afternoon. That is all. You may leave."

Frank, Kelly and Jim stood there completely astonished. Detention for two months, and with him? He didn't even review all the facts. He just took what they blurted out as truth and sentenced them based on that. Not even detention for Estella and she was the reason for the fight in the first place. Jim was right when he thought that this guy played favorites.

All six students walked out of Mr. Burrell's office, four of them looking gloomy. The two younger trouble makers laughed at their misfortune and ran away down the hall. Kelly was so angry at them it looked as if her head was on fire. She couldn't do anything to them now, not after they just got detention for fighting but even for Kelly, it was hard for her to keep in a good pummeling. She broke out running towards the two younger students who were walking away and attempted to strangle them. Luckily, Estella, Frank and Jim caught her just in time and stopped her from getting them in any more trouble.

"Kelly, stop it or you will get more detention," Jim pleaded with her while grabbing onto one of her arms that was flailing back and forth.

"I don't care! Those bastards got us in trouble for nothing and I want payback!" Kelly struggled against all three of her friends but she still couldn't break free of their hold.

"Calm down and think about it. If you do get payback than you might actually get all of us in trouble too. You know how Mr. Burrell is," Jim said.

When Kelly heard Jim reason with her she stopped fighting. Frank, Estella and Jim let her go and she turned around to face Jim. Her anger wasn't directed at the two younger students anymore so that was a good sign. The bad thing was that she was now glaring at Jim.

"You may have a point there but I will get my payback. If you talk me out of it again, you will get hurt," she threatened him, "And don't think that I stopped for your sake. I was only worried for Estella and Frank. I could care less if you get more detention." She shoved passed him and walked away in the direction of her dorm room.

--

Three weeks had gone by since they received the detention and Kelly didn't seem any more cheerful than the day they fought in the mess hall. Frank, Jim and Kelly sat in the Strategy and Tactics room in complete silence. Mr. Burrell forbade them to talk or even make any sounds. They were not allowed to work on homework, read or even flick paper at each other. They had to sit there in the front row and do nothing for two hours every night of the weekend. This detention was far worse than cleaning the hover bikes in Miss Greenham's class.

This being their third week, all three of them were nearly at their wits end and they still had five more weeks to go. Jim sat there with his elbow on the desk and his chin in his hand. He wanted to sigh, to make any kind of noise just to break the annoying silence that fell over the room but he knew that if he did Mr. Burrell would give them more detention. Kelly already learned that the hard way.

They sat there in complete silence just fiddling with their thumbs when a voice echoed through the intercom. With all that noise splitting the silence it was as if an explosion went off in their heads. They clutched their ears for a second before they became used to the sound.

"Frank Skivonovitch, please report to Dr. Skivonovitch's office immediately. Frank Skivonovitch."

Mr. Burrell glanced at the intercom speaker and then at the clock. Frank looked up hopefully at him, praying that he would let him leave the terrible atmosphere. The older man nodded and went back to grading his papers. Frank smiled at grabbed his book bag. He walked out of the room and shut the door quietly behind him but not before he gave a sorry glance at Jim and Kelly.

Jim watched him leave and slumped down in his chair. He rested his head on the table but kept his eyes open so that Mr. Burrell wouldn't think that he was asleep. He looked at the clock and smiled. It was almost time for them to leave. Jim couldn't wait to get out of there. He lay there, watching the clock tick the time away and was getting ready to pick up his things as soon as the second hand hit the twelve.

Time was up and Jim got out of his chair at the same time Kelly did. Jim's chair knocked into hers and both fell off their feet. Kelly fell to her right while Jim fell backwards and the result being that she landed right on top of him and he landed on his back. Kelly did not take kindly to being in such close proximity with Jim. She pushed herself up immediately, cheeks flushed red, and kicked him in the side.

"Next time watch were you put your chair stupid," she scolded him.

Jim clutched his side and glared at her, his cheeks also red. They were both lucky that Mr. Burrell had left to his office or they would have gotten more detention. Fighting the way they always did around him was never a good idea.

"I could tell you the same thing," he responded.

Kelly ignored him and grabbed for her book bag. She hoisted the strap over her shoulder and failed to notice that one of her books fell out. It fell to the floor next to Jim's feet as she made her way over to the door. As she walked out into the hallway, Jim came up behind her with his own things and held the book up so she could see it.

"Hey, you dropped this," he told her.

She glanced over it and her face turned red again. She glared at him and made a swipe to grab it. "Hey give it back!" she demanded.

"What is it?" Jim asked her, pulling the book out of her reach.

"I said 'give it back'!" she demanded once again.

"And I said 'what is it?'" Jim repeated himself.

Kelly grew angrier by the second as Jim continued to refuse to give her book back. "Give it back to me!" she yelled at him. Jim looked at her with a blank stare before pocketing the little book and walking away from her.

"No, don't think so," he stated calmly.

Anger turned her face a bright shade of red and Kelly ran after him in a fit of rage. Looking behind him, Jim noticed she was chasing him and he ran for his life. He didn't know where he was running he only knew that he had to get as far away from her before she tore his limbs off. In his moment of panic, Jim forgot all about the small book of hers that he had in his pocket and just ran. She chased him through the maze of hallways in the Academy and finally Jim took refuge in one of the rooms. He ran into the classroom and slammed the door behind him. Frantically looking around the room for a place to hide, he spotted the door on the opposite wall. He ran through it and found an open air ventilation shaft in the ceiling. He stood on a chair and hoisted himself into it. He hurriedly placed the vent over the open hole. He lay there quietly, hoping that he lost Kelly when the door opened and she walked into the room. He held his breath and waited for her to leave.

Kelly looked around the room and noticed the chair right underneath the air vent. She smirked and Jim knew that she knew where he was. She stood up on the chair and Jim scooted as far away from the vent opening as he could. Kelly crawled through the vent opening and smiled evilly at him. Jim knew he was in for it and shivered slightly under her gaze. Even through the dark, the light from the room beneath them illuminated her face with a scary effect.

"Now you've got nowhere to run," she said, "Give the book back to me."

Jim slipped his hand into his pocket and felt the book there. Giving it back seemed like a good idea at the moment. She really did look like she was going to kill him if she didn't get it back soon. He began to pull the book out of his pocket when a noise interrupted him.

"Did you bring the papers?"

The voice came from the room below them. Kelly stopped her advance on Jim and turned around to look out of the vent into the room. Jim saw her expression change from confusion to astonishment. She looked back at Jim and motioned for him to come and see. He crawled through the ventilation shaft as quietly as he could so as not to alert the people in the room of their presence. Kelly pointed down through the vent and Jim's gaze followed the direction of her finger. What he saw there surprised him and he almost let out a gasp but Kelly covered his mouth with her hand before he could.

Mr. Burrell stood behind a desk that wasn't his and was rooting through the drawers. There was another person in the room but Jim couldn't see who it was. They were out of his sight range since it was limited due to the shaft opening. Mr. Burrell looked up from the desk and grabbed a packet of papers that the second person handed him and he shuffled them in with another, larger, packet of papers. Jim's eyebrows raised and he looked over at Kelly. She just shook her head and put her pointer finger to her lips to warn him to stay quiet.

When Jim looked back, Mr. Burrell had replaced the papers back in the desk drawer and walked over to the door. "Thank you for your help Mr. Fallus. Remember this is crucial to our plan. Reveal this to no one," he said before he turned and left. Not a moment later, Jim and Kelly saw Mr. Fallus leave the office as well.

Jim didn't understand it. What was his plan and what were those papers that he was rooting through? Confused, he looked over at Kelly. She looked up from the vent and looked him in the eyes. It was only then that they noticed how close their faces really were. Jim flushed and shuffled away from her as fast as he could. Kelly mimicked his movements and glared at him.

Jim was the first one to turn back to reality. He cleared his throat and pushed open the vent. He jumped down to the floor and looked back up at Kelly who was still sitting in the ventilation shaft.

"You coming down or are you just going to sit up there all night?" he asked her.

"What were Mr. Burrell and Mr. Fallus doing?" she asked rhetorically as she jumped down on the floor after Jim.

"Yeah, and what where they doing in here of all places?"

"You mean this isn't his office?"

"Take a look around stupid! Mr. Burrell's office is much smaller and has way more clutter. This is the General's office!"

"Well sorry! I was a little preoccupied with the plot unraveling in front of us!"

"I told you that you weren't observant! Why else would Mr. Burrell try and keep his plan so secret if it didn't matter that he was in here?"

"Good point," she agreed, "I wonder what he was doing in the General's desk?"

"I'm going to go check it out," Jim walked over behind the desk but just as he was about to pull open one of the drawers, they heard someone enter into the classroom outside the office and he pulled away. He and Kelly peeked out through a cracked open door and saw General Delroy piling up some papers in the back of his classroom.

Warning Kelly to be quiet, Jim motioned for them to sneak off to the exit. Kelly nodded and both of them crept silently across the room. They made it safely to the other door and quietly slipped away. They walked down the hall while thoughts of what they had just witnessed ran through their minds.

"Something strange is going on here," Jim commented.

"You don't say?" Kelly said sarcastically.

"I need to figure out what Mr. Burrell was doing in there and why he had the janitor in on it," he continued, completely ignoring Kelly's rude remark.

"Hey, what about me? You're not the only one who wants to get to the bottom of this."

"All right," Jim sighed, "We both need to figure it out now would you stop yelling at me? I'm going to bed." Jim walked away down the hall to the boy's dorms. When he reached his room, he noticed that Frank had already gone to sleep. The familiar sound of his weird snoring filled the room and Jim covered his ears with his hands. He would get used to the sound eventually but he was so tired that he just wanted to get to sleep right away.

He kicked off his shoes and pulled his jacket off and his shirt up over his head. He tossed it aside before he fiddled with the belt to his pants. As he let them slide over his boxers, he felt something square brush up against his leg. Curious, he sifted through his pockets and withdrew the small book that he had taken from Kelly. Still wondering what it was and why she wanted it back so badly in the first place, Jim opened the front cover and read the first paragraph.

"'June 15. I got my acceptance letter from the Interstellar Academy yesterday. My dad seemed pleased enough when I showed it to him. I was happy that he was proud that I got in but I still knew that he wasn't proud of me as his daughter. It was as if he was proud of me as his student. He never seems to think of me any different than any of his other students. The only difference between me and them is that I live in the same house as he does. But I know he cares for me. I just wish he would love me as his daughter instead of just some other student.'" Jim read quietly, "Hey, this…this is…her diary!"

Jim blushed violently and snapped the book shut before stuffing it in his dresser. He would return it to her later. Lying down on his bed, he pulled up the covers and rolled on his side.

"Who knew she was the type to keep a diary," he mumbled to himself before falling asleep.

**A/N: And there you have it! I apologize that this chapter's quality wasn't as good as it should be. But I'm a new writer and I'm getting better, I promise! Reviews are welcome, no, reviews are required. Review or...or else! I'm running out of threats. If any of you have any, tell me and I will put them in my next chapter! Thank you!**


	6. At Death's Door

**A/N: Hello all you readers out there! I have returned, finally, with a new and exciting chapter of "We All Know Conspiracies Are Dumb"! I regret to inform you that, now that I am in college, my chapters will come even slower than they have been coming. I need the time to do my homework, not write my story. I apologize in advance for chapters that may take months to come out. But I promise you, this story will be updated! Only slower...**

**But enough of the sad news, here is the chapter you have all been waiting for!!**

Chapter 5

At Death's Door

The next morning, Kelly was quietly sneaking her way into the boy's dormitory. Every step she took she took carefully so as not to make a sound. It was early, way before any of the morning classes were supposed to start and right before the sun would show its smiling face above the horizon. She had forgotten the night before to retrieve her diary, or as she liked to call it, her "journal", from Jim. And now, on her way to his room, she made not a sound so she wouldn't wake any of the other boys in the dorms. She found his room and slowly turned the door knob until she heard the door click and she pushed it open.

Kelly surveyed the room and noticed that Jim was not in his bed. Looking over to the second bed, she saw Frank still asleep and snoring rather loudly. She scrunched her nose and covered her ears at the horrible sound while tip-toeing over to Jim's bed. She swiftly and quietly searched through his nightstand and bed sheets. Unable to find her "journal", she crouched low on the floor and looked under the bed.

While she was occupied with searching through the many boxes and bags under Jim's bed, the door to the bathroom opened and steam pooled into the room. Jim walked out of the bathroom in nothing but a towel wrapped around his waist. His hair was wet and dripping and small droplets of water rolled down his now muscular chest and arms while his wet feet left damp marks on the carpet.

Hearing the sound of the door opening, Kelly stopped what she was doing and looked up at the new presence in the room. Her gaze fell upon his bare feet and slowly made its way up his muscled body and paused at his face. As she looked him over, she couldn't help but think that his well defined body was due to working out in martial arts and it made her feel proud to have created such a good looking body. Both had surprised looks on their faces for only a moment before Kelly flushed and her jaw clenched in anger.

"What the hell?! Put some clothes on you pervert!" Kelly yelled at him while throwing a hand cloth at him that she had found on the floor.

Jim had recovered about the same time that she did and had realized that he was half naked with a girl in his room. Embarrassed to say the least, he blushed and wrapped the towel tighter around his waist. When she yelled at him for being a pervert, he frowned at her and blocked the cloth by reflex.

"Look who's talking! You're the one sneaking into my room while I'm naked in the shower!" he yelled back at her.

Luckily their conversation didn't get much further than that because at that moment, Frank had woken up, startled by all the yelling. He sat up in his bed and saw Kelly and Jim next to him. He gasped in surprise and got his legs and tail tangled in the sheets. Unable to move for better balance, he rolled off the bed with a thud and groaned on the floor.

Now that she had been caught red handed, Kelly bolted out the door. She didn't care that she might wake up any other students with her loud pounding footsteps; she just cursed herself for her bad observation skills and ran to her own room. She should have noticed the sound of the shower through the door and she should have seen the steam creeping through the crack under the door. She hated to admit it but Jim was right. She really wasn't that observant. She made it to the hallway separating the two halves of the dorms when she heard someone calling her name behind her. Glancing over her shoulder she saw Jim chasing after her, now dressed in his white and gold uniform pants and shirt and attempting to pull on the jacket while running. Not wanting him to follow her to her dorm and not wanting to talk to him, she turned and headed out the front door of the school and ran to the right.

Jim followed her out the door and around the school. He almost lost her a couple of times but found her again in a shaded and secluded area behind the academy. After reading that paragraph of her diary last night, Jim thought that he should be a little bit more lenient (sp?) with her even though she was still a jerk to him. He understood how she felt in a way. When he was a little boy, his father seemed that way to him, never really giving him praise and not being much of a father. With this new information, he felt that he bonded with Kelly somewhat. He wasn't saying that he was going to become best friends with her but he was going to try and understand how she felt instead of starting a random argument for no reason.

"Hey, Kelly," he said to her when he finally got her cornered, "You forgot this." Jim pulled her diary out from his pocket and handed it out her.

Kelly glared and him and snatched the little booklet out of his hands. She flipped through the pages really quickly as if to make sure that all the pages were still intact and stuffed the book in her own pocket.

"You didn't read any of it did you?" she asked him accusingly.

"Oh no, of course not," he lied and to cover his tracks he asked the same question that he asked the night before, "So, what is it?"

"It's my journal. I write down my thoughts and stuff that happens to me in it," she stated flatly, not really believing that he didn't read any of it.

"In other words, it's your diary."

"No, it's my 'journal'," she defended, "diaries are for little girls."

"And old ladies," Jim continued for her sarcastically, "Sure, it's your 'journal'."

Just as Kelly was about to yell at him for mocking her, two voices interrupted her and both she and Jim looked around the corner to see who was talking. What they saw astonished them. There behind the kitchens stood the two trouble makers who got them in detention a couple weeks ago. They were talking with Mr. Fallus the janitor and one other person that they had never seen before. He was small, proportionally, no more than three feet tall, and was hunched over with a cloak covering most of his body.

"Who is that?" Jim wondered out loud.

"You idiot, be quiet!" Kelly hissed at him.

Jim grumbled lowly in his throat before eavesdropping on their conversation. He didn't think that anything they had to talk about behind the school could be good. For selecting a place that was so secluded from the rest of the Academy, their intentions had to be something dreadful. Keeping as quiet as possible, Jim and Kelly watched their conversation take place.

"So, he is to die tonight?" the small hunchbacked man asked.

"Yes, you will enter through his window on the east side of the building. Do this quickly and quietly so as not to draw any attention," Mr. Fallus told him, "and here is a set of keys in case of emergency." He pulled out a small ring of keys that he had strapped to his belt and handed them to the cloaked figure.

"I do not need keys to pull off a job such as this. We of the Assassin tribe are taught many skills, including the art of lock picking," the small man grumbled, "But, be that as it may, I will take these keys just in case, as you say, there is an emergency." The keys disappeared in a flash. Jim didn't even have time to blink before they were gone from sight.

"Good now that that is settled, you two know what to do?" Mr. Fallus asked the two younger Tenticulis students.

"Yes sir," the aquamarine student nodded, "We will make sure that he is alone and that no one is around his room at the time."

"Good job. This must go exactly as planned. There can be no room for error. Now, get ready for tonight. I will inform Colonel Burrell that Operation Poison Ivy is ready to deploy." All four of the conspirators left the small alley, leaving Jim and Kelly alone once more.

"They're planning to kill someone!?" Jim asked rhetorically, aghast that something that extreme was being planned by people that he knew.

"Yeah right," Kelly said skeptically, "I honestly don't think that those guys are capable of something like that. Those two boys would most likely chicken out at the last minute and someone would figure out what is going on. There isn't anything to worry about."

"How can you say that? We have to tell someone or somebody is going to die!"

"Then you can go ahead and raise an alarm. I'm not going to stop you. And when nothing happens, I get to say 'I told you so.'"

"Oh no, you're coming with me. I need another witness just in case they don't believe me," Jim said, grabbing Kelly's wrist and dragging her along with him.

"Hey!" Kelly screamed at him, "Let me go!"

Jim ignored her and dragged her through the halls of the school and straight to General Delroy's office. They stopped at the door and Jim finally let go of Kelly's wrist. His knuckles rapped on the door and a deep voice within answered in a gruff tone.

"Come in."

Opening the door, Jim dragged Kelly in with him. He shut the door behind him and stood in front of the General. He stood tall, with four legs and a tail that resembled that of a lion. His torso was strong and muscular with four arms that ended in sharp clawed paws. Short golden hair covered his entire body and he had a large mane covering his head and torso. His two powerful mouths were smiling good naturedly at both Jim and Kelly and his six eyes that peered through small reading glasses echoed the man's great wisdom.

"Why Mr. Hawkins, Ms. Watchman? What can I do for you?" he asked them kindly.

"Sir," Jim said, both he and Kelly saluting him respectfully, "We have just found out about some rather terrible news."

"Go on," The General urged them.

"We believe that someone is going to be murdered here tonight."

"**He** believes it," Kelly mumbled, referring to Jim and folded her arms.

General Delroy glanced up at them. He didn't seem to have any expression on his face but those that knew him well would see that he was surprised by this news and was contemplating all the possibilities. "Are you sure?" he asked, skeptical.

"Quite sure sir. We overheard the conspirators talking about it behind the school."

"If that is the case then I will tell all the teachers and staff to be extra careful but I highly doubt that anything will happen. The security around this school is extremely tight as it is and no one has ever entered the premises unnoticed before."

"But sir--" Jim protested.

"It's okay. I assure you that there is nothing to worry about. No one will get into the school tonight. I appreciate your concern and I thank you for informing me of the situation. The two of you may return to class now."

"I—yes sir," Jim sighed, defeated, "Come on Kelly."

Both of them left the room in silence. Once they got out into the hallway, Kelly spoke up.

"Looks like you didn't need me as a witness after all."

--

Jim got back to his room that night with a feeling of dread hanging over him. He couldn't do anything about the assassin that he feared would make it to his target. Not knowing who the target was in the first place, he couldn't stop the murderer and he didn't want to be caught wandering the halls past curfew. He had had enough detentions, no matter who he had them with. He would have to hope that what the General told him was true and that the assassin wouldn't make it to his target before he got caught.

All night, Jim lay awake on his bed thinking about the assassination that was supposed to take place while everyone was asleep. Giving up on sleep, he sat up in his bed and looked out the window up at the moon that illuminated the night. His mouth was dry so he crawled out of bed to get a drink of water from the bathroom. Walking into the bathroom, Jim filled up his cup with tap water and drained it. He made his way back to his bed when he heard several loud bangs and yells coming from the staff member's living quarters. Hoping that General Delroy was correct and that the campus security had caught the trespasser, Jim ran to the window to see if he could see what was happening. On his way there, his shoulder bumped into his dresser and he heard something fall to the floor. Pausing on his way to the window, he looked down at the floor and saw a small brown, leather bound book lying on the wooden planked floor. He bent down to pick it up and opened it to the first page.

"'June 15. I got my acceptance letter…'" Jim read quietly to himself so as not wake Frank, "Hey, this is Kelly's diary! I thought I gave it back to her." Looking around the room for who knows what, Jim noticed that he hadn't seen Morph all day.

"Oh great, she didn't get…?" Jim frowned, "did she?"

--

Kelly walked to class the next day, fuming. She had gone to write about her day in her 'journal' last night and when she began to write on the paper, her 'journal' began to giggle and squirm. Needless to say that she had completely freaked out when it shifted into Morph and laughed its heart out. Thinking this was Jim's idea of a joke, she was ready to kick his ass when she saw him the next morning.

Angrily, she threw open the door to the General's classroom and stomped over to her seat. She noticed that the seat next to her was empty which meant that Jim was not in class yet. She watched to door, waiting for Jim to enter. When he did she glared at him until he took his seat next to her. She stuck out her hand to him, palm up, silently demanding her 'journal' back. Jim looked at her hand and sighed. Rooting through his bag he pulled out her leather bound 'journal' and placed it in her hand.

"I'm sorry that you didn't get the original," he apologized, not even looking at her, but straight ahead, "I didn't know that Morph had taken its place."

"Yeah right," Kelly snapped at him, "You probably told him to take its place so that you could get a better look into my personal life. I swear if you read anything in here I will personally see to it that you are dead and buried by next Monday!"

Jim recoiled away from her. He didn't know that she had such big secrets in that little book of hers. He was lucky that he only read the first paragraph of the first page but even that made him feel guilty that he impeded into her personal life. But he would feel worse if he had read any more.

"Don't worry. I didn't read any of it. Do you really think that I would do something like that?"

"Yes, in fact I do. I can't trust you, I can't trust anyone."

Jim glared at her but glanced back up to the front of the classroom when the door opened. He saw Dr. Skivonovitch walk gloomily to the front desk and rest his hands on the smooth wooden surface. His head was down for a few seconds before he looked up at the class.

"Students," he began, "I have some bad news. It seems that the General was attacked in his quarters last night."

Jim gasped. Next to him he heard Kelly gasp as well. They looked at each other with knowing glances and Jim noticed that Kelly had gone pale. She had been wrong about the whole thing and now that she had been proven wrong, she didn't like it.

"The paramedics took him to the hospital and we have received word that he is in critical condition." All of a sudden, Dr. Skivonovitch's expression became one of loathing and he continued with his short speech. "In his absence, Mr. Burrell will temporarily be in charge of the school," he nearly spat in disgust, motioning towards the door where Mr. Burrell entered and Jim thought he saw a small smile plastered on his face. As soon he faced the class though, it was gone and Jim wondered whether it was even there in the first place.

"I reluctantly shall take control of this Academy and I pray that General Delroy will recover swiftly," Mr. Burrell told the class calmly, acting as if this was a real burden on him.

"Yeah right you big fake," Jim growled under his breath. It was only now that he remembered hearing Mr. Burrell's name in the conversation that they eavesdropped on, except that in that conversation, he had been referred to as Colonel, his full title.

"Since General Delroy isn't here to teach the class today, you will get this class period off until he is feeling well enough to continue teaching. Have a good day and wish the General a speedy recovery." With that, Mr. Burrell departed with a wave.

Jim had no idea what was going on but he knew that it wasn't anything good. He grabbed his book bag and turned to Kelly.

"Come on, we need to talk," he said as he grabbed her wrist again.

"What!? What is it **this** time?" Kelly asked, running along behind him.

They made it out into the hallway and Jim dragged her along to the courtyard between the dorms. He stopped behind a clump of bushes to make sure that their conversation would not be overheard.

"Now do you believe that something is wrong here?" Jim asked her.

"Okay, so I was wrong. You don't have to rub it in my face," Kelly snapped at him, "So what do we do now?"

"Remember what we heard yesterday morning? Mr. Fallus mentioned something about an operation. My guess is that there is more to this than we can see, some sort conspiracy. I think we should talk to Dr. Skivonovitch. He looked to share our resentment of Mr. Burrell. You saw his face when he walked in the room."

"Yeah, he looked as if he would have rather a cut-throat pirate take over the school than Mr. Burrell. But what are we going to tell him exactly? We can't very well tell him that two of the staff members and two of the students planned and helped out in the General's attempted assassination. He'll think we're crazy!"

"You're right. What we need is proof but the problem is we don't have any." Jim thought for a minute before he continued. "We're just going to have to tell him and hope he believes us."

"Oh great. What a perfect plan," Kelly said sarcastically, "It's official. We're doomed."

Jim just glared at her and walked away.

_Other officers or staff members refer to the teachers by their rank. The students refer to them as Mr., Ms, or Dr. until they graduate. After graduation, they are required to refer to their teachers by their rank or title. The only exception to this rule is the General or Headmaster of the Academy._

**A/N: I'm sorry this one was so short. The next chapter is longer, I promise. I have it already typed out and it is the longest chapter in this story so far! It is filled with...I can't tell you other wise I will have to kill you.**

**Anyway, Review! Review! Review! Review! Review! Review! I love you when you review!**

**any reviewers will get a gold star**

**See you all next time!**

**FoxFirePheonix**


	7. Expelled

**A/N: Okay, so I have finally gotten around to uploading the next chapter of this story. I apologize for taking so long but I had just started my first semester of college so things got a little hecktic. :P But then I had time to write over winter break (with was a whole month! :D) so here is the next installment. I probably wont be able to write again until May. So when summer comes along, hopefully you will get two chapters over the three months that I get off.**

**So anyway, enjoy this next exciting chapter!**

**Disclaimer: You know what? Screw this. I don't own Treasure Planet. This is getting redundant. I shouldn't have to do this every chapter. You suck!**

Chapter 6

Expelled

Jim slept terribly that night, tossing and turning in his bed. His thoughts kept wandering to the situation going on right under the military's nose. He tried to put what little pieces he had together but they all seemed to be part of different sections of the puzzle. Nothing seemed to fit and it was driving Jim mad. What had the attempted assassination of the General and the replacement of those papers have to do with each other? Ideas of what might be going on entered Jim's head and he dismissed each one of them in turn, each one more crazy and unrealistic than the next. Thoughts of this kind and others floated in and out of his brain until his body grew weary and he drifted into a fitful slumber.

The sun shone through his window the next morning and Jim woke with a start. Sweat covered his body and soaked through his sheets from the anxiety of his nightmare. He remembered only bits and pieces, and a man in a black cloak entering the room through the window. But just as he recalled the images in his head, they disappeared, so suddenly that Jim wondered if he even had a dream at all.

Wiping the sweat off his brow, Jim climbed out if his bed and undressed in the bathroom. The water was cold and Jim thought that maybe the water heater in the school must have been broken. It didn't matter to him either way. After months aboard the RLS Legacy, a warm shower or even a shower at all was a luxury. His only opportunity out in space to shower was the rare occasion when the Celestial Showers happened to cross their path, and those waters were not very good for his skin. After he washed, his skin would become dry and cracked and itch something terrible. But at least he didn't smell; that was the important thing.

He turned off the water and dried himself with his towel. He dressed in his boring, white and gold uniform and grabbed his book bag. He headed off to breakfast and met Frank and Estella in the hallway. Kelly was nowhere to be found, much to Jim's relief. He supposed she was at breakfast or still in her room. Either way, he still hoped that she would show up at the last possible minute so they could talk to Dr. Skivonovitch and he would spend the least amount of time he could with her that day. He didn't want anymore criticisms about his plans and unprovoked insults from her.

The mess hall was packed with gossiping students about General Delroy. Jim heard many outrageous rumors from some of the younger students and he rolled his eyes. These kids didn't really know what was going on and they came up with the wildest stories. He nearly choked on his own spit when he overheard one student tell another that the General was really a pirate in his spare time and he was assaulted by one of the people he cheated for money. Honestly, the things people think up.

Jim got his food and sat down at the end of one of the long tables. He grimaced at his plate of what looked like blue jell-o pig slop. He scooped it up in his spoon and took one bite and wasn't at all surprised when it tasted good. The food they served at the Academy looked disgusting but was really the most delicious food he had ever eaten, aside from his mother's cooking of course.

His second mouthful was interrupted by a voice he hoped he wouldn't hear until later that day.

"So Jimmy-boy, when are we going to present our findings to the good Doctor?"

Jim set his spoon down and glared at his food. He didn't even bother looking up at Kelly. There was no point, but he wanted to glare at something and he just happened to be looking at his plate at the time.

"Well, I was thinking, after—" but he was cut off by the loud speaker echoing in the large mess hall.

"Attention all students and staff members, we have received word on General Delroy's assassination case."

"'Assassination'?" Jim questioned, "I thought it was 'Attempted Assassination'."

"Shush!" Kelly yelled at him.

Jim shut up in time to hear what the announcer had to say.

"The person responsible for the murder has been caught. Unfortunately, he died before we could get any useful information from him. The General himself, on the other hand, was found dead in his hospital bed this morning. The General seemed to have died sometime over night. His funeral will be held two days from today and all of you are invited to attend. Classes are suspended for the time being and will resume in one week. At that time, the new General will be running the school. Your new Headmaster of the Academy is now General Burrell. That is all."

Jim just sat on his bench with Kelly standing behind him, shock written all over his face. He nearly jumped out of his skin when Frank and Estella reached their table and she waved and hand in front of his face. He looked at Frank with a blank expression and didn't notice Kelly sitting down on the bench right next to him.

"Dead?" Jim asked to no one in particular, "But, that means…"

"Something is not right here," Kelly mumbled, "And did you hear that guy on the announcement system? He wasn't all that choked up about the General's death."

"Frank?" Jim noticed that his friend wasn't talking to anyone and wasn't even eating his breakfast, "Are you alright? You're not eating anything."

Frank slowly shifted his gaze to Jim and stared blankly at his face. It was almost as if he wasn't even looking at him, only gazing through him and through everything else. He looked back down at his food in front of him, staring at it like he didn't know why it was there. Not taking his eyes off his feet, Frank stood up out of his chair and walked out of the mess hall without incident.

"Is he alright?" Kelly asked Estella.

"I don't know. Ever since the announcement, he hasn't spoken or even acknowledged anyone."

Jim looked out the door where Frank had just exited and rose out of his chair. Excusing himself from Kelly and Estella, he followed him out into the hall. Frank wasn't to be found in the entrance hall to the school nor did Jim find him in their dorm room. He paused to think of any other place that he might be and finally figured out where he might have gone. Judging by his reaction after the announcement, he must have known the General personally otherwise his death would not have affected him so. Running through the hallways, Jim reached the former General's office and pushed open the door slowly. It creaked only slightly before stopping at a near ninety degree angle.

Frank sat on the floor at the back of General Delroy's classroom. He was silent and unmoving with his face resting in his hands. Jim stood behind the last row of desks, looking sympathetically at his friend on the floor. He looked broken, defeated, and altogether alone. The poor guy was torn buy the Generals death and Jim had yet to determine the real reason why.

"Frank? You alright?" Jim asked him.

"I don't know," was his only reply.

"You want to talk about it?"

"I…" Frank paused as if he was considering what he had to say, but continued anyway. "He..he was like my uncle."

Frank lifted his head up from his hands and Jim noticed the tracks of tears running down his scaly face, darkening it in the faint light from the window. His eyes were slightly red and the large scales that rose from the top of his head were flattened slightly in his grief.

"General Delroy, when I was little and my father took me here during his work; the General would invite me into his office and show me around the school. He would show me all the vehicles in what is now Ms. Greenham's class, even occasionally take me on rides and he would let me watch the martial arts students practice. He was…" Frank choked up. He paused for only a moment before he swallowed the lump in his throat and finished his sentence, "he was so nice to me, even when I…even when I would break something valuable in his office due to my…my clumsiness. He would never get mad at me; never yell at me for misbehaving."

Jim felt horrible for his best friend. He never knew how close he was with the General and now that he was gone, he would never see for himself the bond those two had. It was sad enough to break his heart to see how much pain Frank was in. He wanted to make him feel better; to help him if he could but Jim knew that nothing he did would help much. All he would do was comfort him as best he could and let time do the rest.

"I was always so excited to come to the Academy with my father when I was younger," Frank continued, wiping a tear off his face, "Now that, he's gone, it seems as if that excitement will never come back…" Frank's voice seemed to die there and fresh tears streamed from his yellow eyes and dripped on to his white Academy uniform.

Jim sat down next to him on the hard floor and placed his hand on Frank's shoulder. "I'm sorry," was all he said.

Frank grabbed Jim's hand that lay on his shoulder and squeezed it gently. He looked his best friend in the eye and smiled, silently thanking him for listening and being there when he needed him most. Jim smiled back and grasped Frank's shoulders with his arm.

Just then, Dr. Skivonovitch walked into the room and Jim saw Kelly out in the hall, watching them. Dr. Skivonovitch crouched down in front of his son and held his hand out to him. Frank took it and his father pulled his son to his feet. Jim stood up with them and watched as Frank allowed his father to embrace him in a large embrace.

Jim, feeling as if he should leave them alone for a while, left the room and joined Kelly out in the hall. She looked at him meaningfully and Jim returned her with a quizzical look that seemed to say _what? What is that look for?_ Kelly just rolled her eyes and shut the door to the General's old classroom to shut off her words from Frank and his father. She looked down both directions of the hall and told him what was on her mind.

"We should talk to Dr. Skivonovitch now," she told him flat out.

"Now? If you haven't noticed, he's kind of busy right now," Jim replied, referring to him comforting his son in the classroom.

"I didn't mean right this second you moron," Kelly shot back, irritated, "I meant after he is finished talking with Frank."

"Oh," Jim said.

He and Kelly waited out in the hall for about ten minutes before Frank opened the door with a tear stained face and a rather depressed looking father. Kelly placed her hand on Frank's shoulder and he stopped and smiled at her, showing that he appreciated her concern. He walked off back to the dorms. At the moment, Jim knew that what he really needed was to be alone for a while. He felt awful for his friend and he watched him sulk down the hall to the other end of the school.

As Dr. Skivonovitch exited the room and before he turned down the hallway, Kelly stopped him in his tracks by stepping in front of his path. He stopped and looked down at the skinny blonde that blocked his path. Her expression was so serious that it gave Jim shivers down his spine. It looked almost exactly the same as the expression she wore whenever they would spar together, except this look had an intensity to it that would stop a charging Heckladon* in its tracks.

"Sir," she said, "We have something extremely important to speak with you about."

The look in her green eyes told him enough to have guessed something was wrong and in urgent need to be thought over. After hearing the tone in her voice, he nodded and led them to his office. Once inside, he locked the door behind him so no one would walk in on their conversation.

"What is it?" he asked them.

Jim looked at Kelly as if expecting her to start, to say something to that would get the ball rolling. She just looked right back at him and her eyes told him that this was his idea and that he should be the one to convey the message. Finding his words, Jim cleared his throat and began to tell their story.

"Sir," he said, "We have reason to believe that the General's death was not an accident or failed health. We believe that he was murdered."

Dr. Skivonovitch's eyebrows rose at the word 'murder'. His whole body stiffened and his clawed hands balled up into fists. "Oh?" He walked over to the window and looked out onto the lawn. "And what makes you think that?"

Jim relayed the events of two days ago. When he told Dr. Skivonovitch that both he and Kelly were behind the kitchens, alone, he earned a glare from the blonde standing next to him. He couldn't blame her. He too thought that their situation was a little suggestive. When he finished with the part where they told the General about their concerns, Dr. Skivonovitch was seated in his chair with his chin in his hands looking pensive. When he didn't speak for a minute or two, Kelly tried to strengthen their defenses so as not to make them seem too insane for suggesting that Mr. Burrell and Mr. Fallus were murderers.

"Sir, I know how this must look but I assure you that we—"

"I believe you."

"I—what?" Jim looked completely shocked, with his mouth hanging open and his hand stopped in mid gesture. Kelly didn't look any better. Her eyes were wide in disbelief and her back was straight and stiff. "You, you believe us?" Jim asked, amazed, "But we have no proof."

"You have proof enough," Dr. Skivonovitch replied, "Your story fits in with what investigating I have done myself, and it fits with the events that have just occurred."

"Investigating? What exactly have you been investigating?" Kelly asked.

"I've been discreetly looking into the fact that the acceptance letters to this school are being planted. More and more students are entering in to this school who shouldn't and I have found out that someone has been choosing favorites and letting them into this Academy."

Jim and Kelly exchanged glances. They knew who exactly was doing that and they had seen him do it.

"Sir, we know who is doing that. We saw it happen." Jim said.

"Who? It may help to know why this is all happening."

Jim preceded to tell Dr. Skivonovitch that they saw Mr. Burrell and Mr. Fallus in the General's office slipping a packet of papers into another, larger pile of papers that were placed in a drawer in the General's desk. Again, they were in a place where they shouldn't have been, alone and close together. The humiliation was close to unbearable but the teacher had to know. It seemed as if there was no end to their awkward situations.

The Mechanics Teacher had his arms crossed on his chest and looked down at his desk, not really seeing it but rather seeing the pieces of the puzzle coming together. The only problem being that they didn't have all the pieces yet so the picture was still incomprehensible. He leaned back in his chair and scratched his chin before speaking.

"You haven't told this to anybody?" He asked them, "Not even Frank or Estella?"

"No sir."

"Good, keep it that way. I want you two to be extremely careful around General Burrell. Act normal, as if nothing's wrong and let nothing slip that we know what he is up to. He must think that his plan, whatever it is, is going smoothly. And try avoiding any confrontations if you can, we can't have you two getting in any more trouble, understood?"

"Yes sir."

"Right, you are dismissed. And remember, tell no one."

Jim and Kelly nodded and left. Before Jim exited the room, he turned and asked one more question.

"Sir? Why is it that Mr. Burrell has now been promoted to General?"

Dr. Skivonovitch looked over to him from the window. "Chain of Command," he said, "Since General Burrell was a former Colonel, and he was the next highest person to take charge."

"Oh, thank you."

Jim shut the door after himself and joined Kelly in the hall. Neither of them noticed the shadowy figure hiding behind the marble statue next to the door as they made their way to their dorms.

General Delroy's funeral was held two days later as the announcement said. The weather was cloudy and dreary with a light rain. The memorial service was held under a large tent and the sound of the tiny water droplets hitting the thick fabric nearly drowned out the voices of those making speeches. Many students attended the funeral and almost all of the people were crying or trying not to cry. Those that didn't seem fazed at all was, to no surprise of Jim or Kelly, the new General Burrell, Mr. Fallus the janitor and many of the students of Estella's race.

Frank was mess throughout the entire service. He held himself composed as best he could but he had trouble when his father stood up at the podium to give his speech. Jim knew he was sad seeing tears stream down his face and drop into his lap but he was surprised to see the seven and half foot tall lizard man cry his heart out with his head on Estella's shoulder. His shoulders heaved every time he took and breath and his eyes were red and puffy as even more tears escaped. The sympathy Jim felt for his best friend grew as he saw him broken and shattered in the seat next to him.

The speeches ended and the casket was carried outside into the pouring rain to be placed in the cold wet ground. Everyone followed with their black umbrellas and raincoats like a ghostly parade. Frank, Estella, Kelly and Jim were close to the front of the caravan, with the General leading the way to his burial grounds. Under the trees at the graveyard, the four of them along with half the student body and all the staff members watched solemnly as the casket was lowered slowly into the ground and covered with dirt. Jim gently squeezed Frank's arm and he knew that on Frank's other side, Estella was doing the same thing with his hand.

The General was buried and the grave stone placed above him for a marker and a reminder of his memory and Frank was still standing over him, along with a few other members of his family. Estella stood by him, grasping his hand and placing her head on his shoulder to keep him company and to offer what comfort she could. Jim and Kelly stood away by a nearby tree waiting patiently for their friends to return to school.

Kelly, Jim noticed, was more agreeable than she had ever been around him before. It seemed that the depressive air around them calmed her down to where she wasn't as 'difficult' as she had been. He thought that now was the best time to discuss the goings on at their school and see if they couldn't do anything about it.

"Kelly," he said softly.

Kelly looked up at him and had a blank expression covering her face. "What?"

"I really think that we should figure out what Mr. Burrell is up to and fast before he has the chance to kill someone else."

She frowned at him and looked away, "You heard what Dr. Skivonovitch told us. Try and avoid any confrontations and act as if nothing is wrong. He will take care of it and he was right. We can't afford to get in anymore trouble."

"I know what he said but he didn't specifically state that we should not do some investigating ourselves. As long as we don't get caught, I don't think there should be any trouble."

"And if we do get caught?"

Jim paused. She was right. There was a possibility that they could get caught and if that happened than they could ruin all the work Dr. Skivonovitch put into finding culprit. Then again, they could find something that could help him, help all of them. He knew they would be taking a great risk, investigating on their own but the reward was too great.

"We won't get caught," he finally said.

Kelly raised an eyebrow. "Oh? And you know this how?"

"Look, with your skills at sneaking about—"

"It's called stealth you moron," Kelly lightly snapped at him.

"—and my observation skills we shouldn't have any trouble." Jim finished, ignoring Kelly's remark.

Kelly frowned, thinking about the odds. She also knew the risks they would be taking but she also weighed in the fact that what they would be dong could be extremely beneficial. She shrugged and rolled her eyes. She hated to admit it but Jim was right and she agreed with him. Swallowing her pride she nodded.

"Alright," she said, "But if we do get caught, I'm blaming you and getting out of there."

"Fair enough," Jim said, not really thinking it fair that she would sell him out the moment things went south but not willing to argue with her and have her change her mind.

The day after the funeral was the agreed day that Jim and Kelly were to search General Burrell's office. The morning on that day went by as usual with the exception of the gloomy atmosphere that lingered in every room, hallway and closet. The first half of the day went by without incident and lunch was quiet but anything but peaceful. It was eerie and Jim didn't like the fact that Frank and Estella were not talking. Usually she and Frank talked all lunch but the depression he was feeling must have scared his voice away because he wasn't even talking to Jim.

Lunch was almost over and not having classes for another three days, the four of them were planning on spending the afternoon outside, lounging in the sun. Kelly was about to get out of her chair and head out to the grass when the loud speaker crackled to life.

"Would Dr. Skivonovitch, Kelly Watchman and James Hawkins report to the General's office immediately? I repeat, Dr. Skivonovitch, Kelly Watchman and James Hawkins report to General Burrell's office. Thank you."

Jim and Kelly exchanged glances then looked at Frank and Estella. Jim knew something was wrong and he could tell that Kelly knew too by the look on her face. Estella looked confused and Frank just looked as if this happened every day.

"It's okay," Frank said, "We'll wait for you outside."

Jim nodded, thankful that Frank was talking again. He and Kelly left the mess hall and ignored all the eyes that followed them out into the hall. The met up with Dr. Skivonovitch outside of the General's office. They stopped and the lizard man looked at them with a slightly accusing face.

"We didn't say or do anything," Kelly defended.

"I sure you didn't but someone tipped him off that we know and now we are in deep trouble. Just let me do all the talking and we will get out of this mess, I promise." Dr. Skivonovitch grasped the door knob but before he opened the door, he paused and turned to the two students behind him. "Remember, I will do all the talking." Satisfied that both Jim and Kelly nodded their heads in comprehension, he pushed open the door and walked inside.

General Burrell sat behind his desk and looked at the three of them with an expression that could only have been described as smug satisfaction. Standing next to him was the two students that gained Jim and his friends, minus Estella, the detention from hell and helped in the assassination of General Delroy, looking triumphant and excited at the same time. Jim scowled at them and stood behind Dr. Skivonovitch and alongside Kelly.

"Sir, you asked to see us?" Dr. Skivonovitch questioned the new General.

"Yes I did. Major Skivonovitch," General Burrell turned official and stood up to walk around to the front of his desk, "you are hereby relieved of your duties as a professor and officer of this school. You may leave the premises as soon as your office is cleared out. Hand over your uniform and officer colors by tomorrow morning. You are dismissed."

Dr. Skivonovitch looked stunned and shocked. His eyes grew wide and his mouth hung open slightly before his fists clenched at his sides and his jaw clamped shut from anger.

"You're firing me sir?" he asked quietly.

"That is another way of putting it, yes."

"I see sir," he mumbled through his clenched jaw, "Thank you sir." He saluted and left the room.

Jim was surprised. He had his suspicions on what would happen when they entered the office but he wasn't expecting this. If Dr. Skivonovitch was getting fired than what would happen to him and Kelly? Definitely nothing good. He stood in the room, facing his enemies with the enemy of his enemies next to him and the one person who should have been able to get them out of this mess was fired and sent away. Could this situation get any worse?

"Now, Miss Watchman, Mr. Hawkins. Let us discuss your dorm rooms."

What!? Their dorm rooms? Surely this must be a trick of some sort. He must be trying to divert their attention elsewhere to get them to let something slip. Wary of every word that he said, Jim answered cautiously.

"Yes sir? What about them?"

"Well, Mr. Jenson and Mr. Hathaway here had a few suspicions about why you and Miss Watchman here continued to visit each other's rooms at ungodly hours of the night and even extremely early in the morning."

Oh God, they didn't think that he and Kelly were 'going' together did they? Even the thought of it made Jim a little queasy. That was not the way they acted around each other and if those two trouble makers had half a brain they would have figure that out.

"So, I had a few of the security guards search your rooms and do you know what they found?"

"No sir," Jim and Kelly said at the same time. He could hear the revulsion in her voice and he knew that she was thinking the exact same thing he was.

General Burrell smiled and all-knowing smile that Jim didn't like in the least and he motioned for the aquamarine student that Jim assumed to be Mr. Jenson, to hand him something. Jenson reached under the desk and pulled out a small glass case that enclosed a shaking pink blob. At movement of the case, the blob shifted and turned to face the people in the room.

"Morph!" Jim breathed.

"Ah, so you know this little animal?"

Jim cursed himself and Kelly glared at him. He had given himself away, just as the General had planned. He had fallen into his trap and hadn't even known it. He was busted and he was the one that tattled on himself.

"Yes sir," was all he could say. Lying would not help him now.

"And you are aware that you promised to return him to your hometown the next time you visited?"

"Yes sir."

"And yet you continued to bring him to the Academy even though you knew that keeping pets is strictly against school policy?"

"No sir."

"No? Explain to me why this is Mr. Hawkins."

"Well sir, I took him back home as I said I would but every time I tried to leave without him he would shift into something small and sneak himself into my bag."

"Is that so?"

"Yes sir."

"And you Miss Watchman," he turned to Kelly, "Did you know about this animal?"

"No sir," she lied through clenched teeth.

"Really? Because we spoke to your roommate and she seems to think otherwise. Care to explain why that is?"

"Yes sir," Kelly replied defiantly and Jim thought he heard curses on her roommate.

"What was that?"

"I said yes, I do care to tell you why, **sir**." Kelly put emphasis on the 'sir', indicating that she thought of him as a fake or someone who didn't even deserve to be called 'sir'.

Jim was screaming inside. What was she doing? She never did have good timing when it came to being difficult and this was one of those times. He wanted her to stop, to stop talking if she could but he couldn't do anything. If he made one false move they would be goners.

General Burrell looked ready to explode with anger for about a few seconds before he straightened up and plastered a fake smile on his face.

"That's okay," he said, anger flooding through his lips and causing the smile on his face to seem extremely out of place, "There is no need for you to explain you see, because I know that the both of you are lying."

Jim and Kelly froze. Jim knew that Kelly was lying about knowing Morph but he was telling nothing but the truth. He looked over at Kelly and he saw that the color had drained completely out of her face. Now that she had lied through her teeth to the General, Jim knew that they had no way of getting out of this unscathed.

"L-lying?" Kelly stuttered in a very weak and quiet voice.

Jim had to admit, she wasn't a very good liar.

"Yes, lying," General Burrell said, "I believe that you, Mr. Hawkins, Continued to drag the animal around the school with you even though you knew very well that keeping the animal here was strictly against school rules and that you, Miss Watchman, knew perfectly well that this animal was here yet kept it a secret from everyone else. The two of you planned this very well, having kept the animal here for three years."

The General paused for a few seconds, pretending of thinking over his next move, but Jim knew full well that he knew what he wanted to do before they even entered the room. He was just playing this out, getting a laugh out of keeping the two of them hanging the entire conversation. This pause was just placed there for suspense and to get one of them to ask for his decision. He was practically forcing them to work for their punishment.

"Sir? What happens now?" Too late, Kelly took the bait.

"What am I going to do?" General Burrell just chuckled and placed both hands on his desk, "Why, the two of you are to be expelled. I, Headmaster of the Interstellar Academy, hereby expel you James Hawkins and Kelly Watchman. You have one day to pack up your belongings and leave the premises. You shall be gone by tomorrow at noon. You two are dismissed."

Jim looked aghast. Kelly squeaked quietly next to him. They were expelled? For keeping a pet on the school campus? That excuse, Jim knew, was only a cover-up. General Burrell knew that he, Kelly and Dr. Skivonovitch, were on to his nasty scheme somehow so he had to get rid of them without drawing too much attention to himself. Expulsion and job loss seemed to be the best thing he could come up with. But firing someone is easy if you are the boss, the problem being that he couldn't just expel a student without probable cause so he had Morph captured and used him for motive.

"Expelled? But sir—" Jim protested.

"I said 'you two are dismissed'." General Burrell said firmly.

"Yes sir," Jim turned to leave but Kelly was rooted on the spot, face without color and mouth hanging open. Taking a step back, Jim grabbed Kelly's elbow and dragged her out the door. Before shutting the door, Jim turned back and walked back up to the new General's desk. "Sir, can I have Morph back please?"

"Mr. Hawkins, you may collect you're animal tomorrow when you leave. In the mean time, he stays with me."

"I—" Jim was about to protest but stopped himself, "Yes sir."

Jim looked at Morph and saw how scared he looked and gave him a silent promise that he would be back soon. He turned and walked out the door to join the still frozen Kelly in the hall. He grabbed her elbow and continued to lead her away from the General's office. They reached the hallways where they split up the two dorms and he stopped. Kelly was somewhat out of shock now and looking around blankly. She saw Jim's hand wrapped around her elbow and yanked it away.

"Let go of me!" she yelled at him.

Jim released his grip on her and she gently rubbed her arm. Jim looked at her and then down her hallway.

"You should get your stuff together. We have to be gone by tomar—"

Jim was cut off by a fist hitting his jaw with such force that he nearly fell over. He grabbed the wall for support and held his jaw. Kelly was standing above him massaging her knuckles and looking murderous. Jim had never seen her look so angry before in all the three years he knew her.

"What the—?" Jim was surprised and he leaned against the wall, readying himself for another strike. He waited but it never came. Instead, Kelly slowly dropped her fists and her shoulders slumped and she hung her head. "Kelly?"

She mumbled something that he didn't hear. "Sorry?"

"It's all your fault!" she screamed at him, fists clenching once more.

"What? My fault? Are you saying that I wanted to get expelled?"

"Yes your fault! If you hadn't insisted on finding out what every little strange thing was about and insisted on telling everyone about what we saw this never would have happened! Do you have any idea of what my father would do to me if he found out that I was expelled!?" She stopped yelling at him and her eyes grew wide and she covered her mouth and turned away.

Jim knew exactly what she was talking about due to accidently reading her diary and not knowing what it was. But he couldn't very well tell her that, she would definitely kill him for that. "Your father?" he played dumb.

"Never mind! Just leave me alone!" she snapped, still facing away from him. Jim wasn't sure but he could have sworn he heard a sniffle. If she was crying then he would blame himself. It took a lot to make Kelly cry and he had never seen it himself but now he was starting to see her weakness. Family.

"Kelly, I'm sorry," Jim said quietly, placing a hand on her shoulder.

"I said GO AWAY!" she screamed and elbowed him in the stomach. She glared at him writhing on the floor and ran away down the hall to her dorm room.

Jim had all of his things packed for the next day and it was getting close to dinner time. He lay on his bed looking at the ceiling. Jim knew that something bad was going to happen at the school and he knew that he, Kelly and Dr. Skivonovitch, were the only people who knew about it. Now that the three of them had been kicked out of the Academy, there seemed to be no one to stop General Burrell's plot. He thought over all the facts in his head but somehow, his mind kept on wandering to Kelly. He felt sorry for her and he did, somewhat, blame himself for her expulsion. She was right, if it hadn't been for him she would have never run behind the kitchens and they would have never heard the scheme to kill the former General. If it wasn't for him, they would have never been suspicious of and evil plot to begin with.

Jim chuckled when he thought of the time they found out that something was wrong. The both of them were aghast to find how close their faces were to each other in that air vent. Now that he looked back on it, he was surprised they hadn't noticed it sooner while the new General was swapping the acceptance letters.

Jim paused when he remembered what they heard and saw up there. The acceptance letters! That was what started all this! If he could just get hold of those letters he threw away, than he could prove that Mr. Burrell was corrupt and both he and Kelly could come back to school! He sat bolt upright on his bed and looked at the clock. 7:30, good, the General should be at dinner right about now and not in his office. He ran out his door and down the hall to Kelly's room and knocked on the door.

"What!?" he heard her yell angrily.

"Kelly, it's me. Will you let me in?"

"Jim? Go away; I **don't** want to talk to you."

"This is serious! I may have found out a way to keep you in school!"

There was silence on the other side of the door for a few seconds and then Jim heard footsteps and the door opened a crack.

"Yeah?" she said sarcastically, "And how might you manage that?"

"Remember when we were in the air vent and we saw General Burrell swap the acceptance letters?"

"Yeah, what about it?" The door opened a little more.

"Well, if we could uncover the culprit to the whole school our expulsion may become void."

"And how, may I ask, are we going to do that?" the door opened further.

"We have to find the letters he swapped out. It will require searching his office but everyone is at dinner right now so we should be able to sneak in quietly."

Kelly had opened her door all the way and was considering Jim's proposal. She seemed to agree with him when she shoved past him and walked toward the General's office. A smile played upon Jim's lips and he followed her through the school.

They reached the General's office and they quietly opened the door, snuck in and closed the door behind them. Once inside, Jim and Kelly looked around the room and began their search. The first thing Jim found was Morph, stuffed in that glass box and looking scared out of him mind. He picked him up and opened the door that kept him imprisoned. Morph flew around the room, cooing happily and so loud that Jim had to grab him and stuff him in his pocket to shut him up. He received a rather cold look from Kelly for that.

The letters they were looking for obviously wouldn't be in plain sight so they searched through his drawers, at the bottom of his trash can and under great stacks of unfinished paperwork. They spent around a half hour in that office before Jim finally found something.

There was a small nook that looked like a hand hold on one of the floor boards. Squatting down to get a better look at it, he clasped his fingers in the handle and pulled. Much to his surprise, the floor board lifted free and revealed a hidden compartment beneath the floor. Fascinated he reached his hands inside and pulled out a large file folder filled with papers. Opening it up he found tabs labeled with numbers separating each section. Taking a closer look at the papers inside he found what he was looking for. Excited he called Kelly over and they both studied the organization of the letters.

Each section was labeled with a numbered tab and each number continued to get higher as the dates of the letters went forward. At the front of the folder, there was another, different, sheet of paper that had many mathematical calculations all over it. At the bottom there was a number circled as the final answer.

"Well, we found out where the letters are, but what are these numbers for?" Kelly wondered out loud.

Jim didn't answer her, and instead, studied the math problems in the front and the numbered tabs simultaneously. Kelly frowned at him and waved her hand in front of his face. He looked at her then back to the numbers and his expression lit up instantly. She could almost see the light above his head blink on.

"Don't you get it! These numbers correspond with the number of students. Here let me show you." Jim set the folder down on the table and picked up the first section. "See here, this tab has the number 10 on it. Now, if I count the number of letters here," he did so, "they come out to 10. The same happens if I count the other sections. The tab number is the same as the number of letters."

"Well that's all fine and dandy but what does it have to do with anything?" Kelly asked him, getting rather impatient.

"Just hold on," Jim said, grabbing for the front paper with the calculations, "The numbers on this page also correspond with the numbers on here. The tab numbers are written here and are being added up to this final number," he pointed to the circled answer, "But not all these numbers are on here which means that he hasn't finished planting the acceptance letters."

"What are you talking about?" Kelly was clearly confused and slightly angry at him for keeping her in the dark about this.

"What I mean is that he has this all figured out until the end. General Burrell is slowly planting acceptance letters to have the students he wants. Haven't you noticed that there have been more Tenticulis students around that usual? General Burrell wants only those of his race to make up our military. But he couldn't just recruit them all right away, he had to go slow, to avoid suspicion. These calculations show that he is almost at his goal and he will reach it in," Jim studied the page once more, "two more years. Each year he brings in more students for himself and no one has noticed."

"But we noticed," Kelly reminded him, "But there brings up another question. Why kill General Delroy? He could have done this with the General still here. He had started when the General was still alive. That doesn't make sense."

"I'm not sure. Hold on I need to think." Jim walked over to a corner and looked at the wall. Kelly watched him then looked down into the compartment where Jim had found the acceptance letters. Something caught her eye and she bent down to get a closer look. It wasn't much, just the corner of something that looked to be square or rectangular. She reached her hand down and picked it up. Looking at it in the light, she saw it to be a book, and a very old one at that. The binding was falling apart and the title almost disappeared. All she could make out were a few letters that read "M--n --mp-". Not quite sure what to think, she flipped through the pages and found that she couldn't read the contents. It was in a language that she had never seen before.

"Hey Jim, I think you should come look at this."

Jim looked up from the folder of letters and saw what she was looking at. He walked over to her and he picked the book up out of her hands. Looking over the cover, he also didn't see what the title was. He flipped the book over and noticed a brand printed on the back.

"The Resport Central Library, Genesis. I've heard of that library somewhere." Jim pondered.

"Didn't it catch fire? I thought that the whole building went up in smoke and there was nothing left to salvage."

"Yeah, that's right. Someone died in that fire, didn't they? I thought they said they found the remains of the head librarian in the ashes."

At that very moment, the door opened and General Burrell stood in the doorway. His turquoise face was confused for a second then turned to one of anger. Kelly and Jim stood frozen in their tracks, unable to do anything.

"What are you doing in here!" General Burrell screamed at them, his turquoise cheeks turning purple in his anger, "Get out this instant! Get out now!"

Jim dropped the book and Kelly grabbed his wrist. Before either of them reached the door, morph and flown out of Jim's pocket and flew straight at general Burrell. His high pitched voice screaming in anger as the little pink blob attacked the General's face. Quick as a flash, General Burrell caught morph in one hand and threw him back into the glass cage. Jim stopped and tried to get Morph back but the General shoved him out the door and into the hallway. Jim couldn't do anything about it now, the General wouldn't let him have Morph back and he couldn't fight him for it, he would most likely lose. Giving an apologetic look at Morph, Jim and Kelly sprinted out of General Burrell's office as fast as they could and didn't stop running until they reached the dorms. The paused and caught their breath, heaving as much oxygen into their lungs as they could. Gasping for breath, Jim and Kelly leaned against the wall.

"Well, now we know what he's up to," Jim said, looking on the bright side.

"In case you didn't notice, we still have no proof to show any one. You left the folder in his office! Now how are we supposed to get back into school?" Kelly reproached.

"Crap! And now we have more questions than answers. What was that book and why did he have it? What does he have to do with the fire at the Resport Library?"

"It doesn't look like we will get the answers to those questions now that we have been expelled! I think we are in even more trouble now that we were earlier today! Now what are we going to do, genius!?"

Jim looked at her and noticed that she was blaming him again. True, he did get them in more trouble and she still had to go home and face her father. He really felt guilty. He dragged her into this and feeling that he had to get her out, just made the situation worse. Ashamed of what he did, he looked away from her and at his shoes instead.

Kelly didn't say anything but just walked away, making Jim feel even worse that she kept silent. Kicking himself mentally, Jim walked back to his own room and prepared himself to meet his mother the next day.

Kelly rolled over in her bed and looked at her clock. 2:30 in the morning and she still hadn't gotten any sleep. Groaning, she looked out the window and up at the twin moons. Both were full and they cast and eerie glow over the ground. Sitting up in her bed, Kelly watched the nocturnal animals roam the courtyard below. Her eyes followed a small rodent that was running over the grass. It reached the tree and stopped before it turned and ran the other direction, seemingly afraid of what was in the shadows. Curious, Kelly watched the tree and all around it for at least a minute before she saw the tree's shadow move. At least, she thought it was the tree's shadow until it walked out in the open grass and into the light cast by the moons. It ran across the field then disappeared in another shadow so fast that Kelly wondered if it was really there to begin with. She searched for minutes for the figure but it never showed itself again. Giving up, she lay back down on her bed hoping to get some sleep.

Laying on her back, she closed her eyes and wished for sleep to take her. It didn't come and she frowned. Opening her eyes she looked up at her ceiling and nearly died of a heart attack. There, latched on to the ceiling, all dressed in black was a small man with a hunched back and red glowing eyes. He noticed that she spotted him and he lunged at her but Kelly leapt out of her bed and threw her blanket over his head, distracting him and offering Kelly and opening. The man growled angrily and struggled to get out of her bedding. Using his struggle to her advantage, Kelly kicked him from the side with her heel and he fell off the bed.

Now that he was down, Kelly ran out her door and into the hallway, not even bothering to get dressed, she wouldn't have had time. That man was good, better than her and she knew she didn't have a chance. She only escaped because he hadn't expected her to be awake and she caught him by surprise.

In nothing but her underwear and one of her father's old shirts, Kelly ran all the way to Jim's room, thinking that this man was after her life because of what she knew so Jim was in trouble as well. She reached his room and didn't even bother to knock. Fearing the worst, she burst through the door, waking up Frank so suddenly that he fell out of his bed like he did before. She saw that Jim was still asleep and another assassin had his knife to his throat. Jumping at him, she punched him in the face and brought her knee up to his stomach. The small man fell to the ground and Jim was awake and rubbing his eyes.

Not waiting for the little assassin to regain his composure, Kelly grabbed Jim's arm and pulled him out of bed. Confused and also in his pajamas, which happened to be nothing other than his boxers, Jim had no choice but to follow Kelly out into the hall.

*Similar in behavior to a rhinoceros. When spooked, it will run blindly until it runs out of energy or is stopped by something stationary and solid.

**A/N: Ta-da! And there you have it. I started putting in foot notes because I didn't want to have to fit in descriptions of my made up aliens in the story. :P Anyway, don't get your hopes up for another chapter anytime soon because you wont be getting it. I'm only one chapter ahead of my posts so I will put up my extra chapter if enough of you want it but I would perfer to keep it for emergencys. But I guess that would be an emergency if you guys bug me enough.**

**I hope you liked the chapter! FYI, Reviews make me happy! ;)**

**~Foxfire Pheonix**


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